Sleeping Without Dreaming
by Enkida
Summary: Three years ago Beacon fell. When Ruby Rose returns to uncover the truth of what happened on that fateful day, she butts heads with Roman Torchwick, searching for a way back into his life of crime. Forced into an unwilling partnership, they begin a journey that will lead them to the very heart of the Grimm - but the real question is if they can survive each other first. Post-S3AU.
1. 00: Notget

**Sleeping Without Dreaming**

 _What would an ocean be without a monster lurking in the dark?  
It would be like sleep without dreams. —Werner Herzog_

* * *

 ** _AN:_** _The main characters here are Ruby Rose and Roman Torchwick. This is not a romance. It starts on the premise that Torchwick didn't die at the end of Season 3 and carries on from there. Originally it was planned to be part of a much longer series of works following all of the four main ladies' separate adventures after Season 3, but let's just see if we can get this one done for starters._

 _There's some mildly graphic description of murder in this fiction._

 _The chapter titles and snippets of quotes at the start of every chapter are all songs by Björk. (The quotes have been cut from the Fanfiction . net version of this story.)_

 _I want to extend a special thank you to my betas Kaleidophoenix (2016) and the folks at the Small Fandom FF Authors Discord channel and Spacebattles (2018), who helped make this work into less of a trainwreck than it really should be._

 ** _The Legal Disclaimer_** _: This is a fan fiction using characters from world of RWBY, which was created by and is trademarked to Rooster Teeth Productions, LLC. I make no profit from my work except in the form of reader reviews. My deepest gratitude to Monty Oum, and my condolences to his surviving friends and family. I hope my story will do his creation the justice it deserves._

* * *

 **Prologue: Notget**

"You got spirit, Red, but this is the _real_ world!"

Ruby cried out in pain and curled into a protective ball as Torchwick struck her stomach.

"The real world is cold!" He raised the cane again, this time trying to hit her side. Curling tighter around herself, she lifted a leg to block the strike.

Undeterred, he kept beating her. "The real world doesn't care about spirit!"

 _No more_ , Ruby thought, gritting her teeth. _No more wasting time when Beacon is falling!_ She slammed her foot into his leg, and was rewarded with a grunt as he was forced to his knees. _Get up_ , she told herself, but Torchwick was just as driven as she.

"You want to be a hero?" He'd finally lost his mocking lilt and something akin to real rage colored his words. "Then play the part and _die_ like every other Huntsman in history!" He was already on his feet; he swung his cane out like a bat, sending her flying.

"As for me," he said, calming down as he approached, "I'll do what I do best. Lie, steal, cheat, and survive!" Torchwick looked self-assured, as though he was confident the battle was won. _He's really going to kill me this time!_ She cringed as his arm rose.

Salvation came from the most unexpected of sources. Ruby stared in wordless shock as the Griffon landed out of nowhere and swallowed Torchwick whole. She didn't even have the time to register his expression; one moment he was there, and the next there was a nauseating human-shaped lump moving down the Grimm's gullet.

The Griffon lowered its head and roared, blasting her backwards.

Ruby stood, shaky on her feet; her aura was severely depleted, no thanks to the battle with Torchwick and his smug sidekick. In a move borne more of desperation than heroic resolve, she gathered her energy and used her Semblance to skid past the Griffon, aiming for her weapon.

The Grimm roared, hot on her heels. _No way, that thing still wants dessert?_ Her hand closed around the handle of Crescent Rose seconds before she was knocked off balance by a blast; the airship fell into a steep nosedive, pitching both Ruby and her pursuer off of the ship.

Twisting around, the Griffon spread its wings. Ruby clenched her teeth and dove after it. "Not so fast!" she yelled, swinging her scythe and hooking the blade around its neck. The Griffon jackknifed, and Ruby threw her weight to the side to keep herself from decapitating the creature. Instead, she wedged the shaft of Crescent Rose over its neck and clamped her knees around its body, locking it into a chokehold. "Be a good birdie and get me out of here in one piece!"

Trying to coast to the ground on the back of a bucking Grimm was hair-raising. It twisted and jerked through the air to throw her off; it even felt like the black skin she'd wrapped her legs around was prodding her.

 _Wait._ Ruby nearly lost her grip as she looked down. Something moved inside of the Griffon again – _Torchwick? He's still alive?_

Her stomach churned as she felt another poke. _Why am I worrying about him? He wanted to kill me!_ She tried to push Torchwick from her mind; there'd be no saving anyone if she couldn't even save herself. Another poke – his struggles were growing weaker, and the niggling of her conscience was becoming exponentially louder.

A loud explosion ripped through the air. The Atlesian airship was going down with a bang, and Ruby forced her mount to turn away from the flaming debris. The Griffon wasn't on board with her brilliant plan; it turned her nudge into a dive nearly as steep as the crashing airship's.

"Ahh!" Tears streamed out of Ruby's eyes as the ground rushed to meet them. Panicking, she released her grip and slid off. The Griffon's mad charge brought her close enough to land with a roll that _didn't_ break her neck; the same couldn't be said for the unfortunate steed, beheaded by her violent dismount. Its lifeless body plowed into the ground, ripping up chunks of pavement before skidding to a stop. Moments later, wisps of black mist rose into the air.

Ruby rolled to her feet, gripping her weapon and eyeing the figure that the Griffon's dissolving corpse revealed. _He's like a piece of gum stuck to the bottom of your shoe_ – _nothing gets rid of him!_

Torchwick stood much more slowly, looking worse for the wear. His brief look of surprise was quickly replaced by one of disgust, taking in his own appearance. "Great. My suit is ruined!" He froze when he caught sight of her, his arms still outstretched. "You!" His eyes darted to the ground; Ruby guessed his cane also made it out of the Griffon in one piece.

She hefted Crescent Rose. "Don't move!" she shouted, hoping her voice sounded more threatening than she felt. "I – I'm faster than you!"

Lifting his hands in mock surrender, Torchwick shrugged at her. "Fine by me. I'm not exactly on top of my game right now." He looked over his shoulder as the airship finally hit the ground in a deafening fireball and winced.

"How'd we get down – no. You know what? Never mind. Let's just call it a day and part ways here. You go do your _hero_ thing, I'll go do my _villain_ thing, and we'll all leave happy." His jaw twitched, and Ruby remembered the way he'd shouted his partner's name on the airship. "Or at least in one piece."

Making a decision, she lunged forward. Rose petals flew as she swooped low, grabbing his cane and skittering out of reach before he could blink. "I'm going to let you go," she said, "but I need you to listen to me first. _Please!_ "

Torchwick rolled his eyes, but kept his hands up. "Whatever makes you happy, Red. You're the one holding the gun."

"I'm not trying to be the hero of Vale!" She frowned at the incredulous look on his face. "Huntsmen die because they _willingly_ give their lives to protect people from the Grimm! Even people like you."

"How sweet. You do realize that confiscating my weapon means you're dooming me to die a horrible death out here? Maybe I'll be swallowed up by another Grimm." He smirked. "Think you can live with that on your conscience, Red?"

"I can't," Ruby answered without hesitation, surprising him. "That's why I saved you in the first place. That's what being a Huntsman means. It's not about looking like a hero, Torchwick. It's about _acting_ like one." She looked overhead at the Grimm swirling around them, tearing apart the city, and felt a sense of calm purpose settle within her. "You can kill a Grimm by fighting it, but there's only one way to really defeat them – by letting go of your insecurities and selfishness." She returned his smirk with a tight smile. "I hope someday you'll learn that."

Dropping the cane at her feet, Ruby sheathed her scythe. "Get out of Vale if you can. I didn't have to kill that Griffon, you know. I could've let it die and take you out with it. But... I wanted you to live." Her voice hitched as she looked at him: green eyes, red hair, all close – _much too close_ – to Penny's own artificial coloring. "I don't want _anyone else_ to die." Blinking her tears away, she scowled at Torchwick, whose face was impassive. "I'm giving you a second chance. I really hope you won't waste it."

He didn't respond, and Ruby cringed inwardly, wondering why she was wasting her time. _There are better people who need saving. My job's done here._ Steeling herself, she turned and sprinted away, intent on finding the rest of her team.

Torchwick lowered his hands, watching her go. Then he clicked his tongue, strolling over and picking up Melodic Cudgel. He stood there, looking at his weapon for a long moment, eyes squinted in thought. Whatever he'd been thinking was interrupted by the crash of a Grimm lumbering towards him.

"Welcome back to the real world," he muttered to himself, running in the opposite direction.


	2. 01: Cover Me

**1: Cover Me**

"Show me what you've learned, pretty boy." Arslan crossed her arms and smirked. A cold wind blew through the arena.

Jaune swept his arm out, unfolding Crocea Mor's shield. He pointed his sword at her. "Anytime, Arse."

"Jaune!" Ruby lowered Crescent Rose and glared at him. "Be nice!"

"... _lan_ ," he added reluctantly.

Ruby shook her head with a sigh. The buzzer sounded, and she leapt into the air. Nadir aimed his rifle at her, but she ignored him, confident in her team's abilities. Sure enough, she'd barely started crossing the field before Nora screamed a battle cry; the flash of pink hair that flew by told her Nadir had already fallen victim to Magnhild.

She checked her speed as the first real challenge appeared in the form of Bolin. Veering off, she spotted Reese crouched low on her hoverboard and switched targets.

Reese's eyes widened. The skater girl twisted, jerking her feet into the air to use the board as a shield. Ruby grit her teeth; the velocity of their impact sent Reese sailing out of the arena. Digging Crescent Rose into the ground, Ruby slid to a stop.

Ren had already engaged Bolin; the two men were trading rapid blows. Ignoring their battle, Ruby focused on the real enemy they faced: Arslan.

The leader of Team ABRN rolled her eyes at her own teammates and threw her dagger into a tree. "You guys still suck," she barked at them, pulling herself away.

Ruby landed where Arslan had stood just moments too late, blasting a crater into the ground. She blocked Arslan's kick on her return swing with Crescent Rose; the force of the hit jarred her to her bones and sent her skidding backwards.

"Nora!" Jaune rushed towards Ren, shouting commands at the others. "Cover the left side! Ren!" It was the only warning he gave before he threw himself into the fray. Ren spun out of the way at the last minute, and a surprised Bolin was stunned by a face full of Crocea Mors when Jaune bashed him. "Get to Nora. Don't let Arslan touch you!" Jaune delivered another shield strike to Bolin's head to incapacitate him.

"Humph." Arslan threw her dagger again and launched into the air.

Jaune looked up in time to see her fly away. "Ruby, hold her down!" he yelled, scrambling to his feet.

Ruby was already moving; Arslan's mocking laughter trailed after her. She whirled, trying to interrupt the momentum of Arslan's swing, but the other woman spun in tandem, deflecting Crescent Rose's strikes with her armored boots. Her monstrous strength sent Ruby careening to the ground.

"Not much of a leader, are you?" she yelled at Jaune as she swung low. "Broadcasting your weak link like that!"

Jaune only smiled. Watching Arslan near Ren, he raised his hand, eyes glowing blue.

Arslan hit the forcefield that sprung into existence before her face-first. She recovered quickly, pushing off of it and flipping over the top of the barrier. She clenched her hand into a fist and hurtled directly towards Ren.

Ren twisted around, crossing his arms in a guard. Then he smirked as Arslan made contact - and his body turned translucent.

"Wha-?" Instead of smashing into Ren, Arslan met a pair of wide green eyes and a manic smile.

" _Yea-h-h!_ " Nora swung her hammer straight through Ren's phased body. She knocked Arslan back into Jaune's forcefield, which shattered on impact.

"What was that?" Jaune said, shrugging his shoulders as he approached Arslan's crumpled form. "I couldn't hear what you were saying about my _leadership skills_ over your beat down."

Arslan lifted her head. "Tch," she spat, rolling forward. As she rose to her feet, she drove her fist into Nora's stomach, who went flying. Ren was on her in the next moment, aiming for Arslan's head with several quick punches.

She blocked him easily; soon Ren's flurry of strikes turned into defensive blocks. A few of her stronger hits tore the fabric away from his sleeves, and he winced and tried to disengage.

"What, no more tricks?" Arslan sneered, pulling her arm back for a final, shattering blow.

"Just one!" Ruby yelled, sweeping her scythe out in a deadly arc. Arslan cursed and sprung out of the way, but this time Ruby kept up with her. When Arslan threw her dagger to pull herself out of range, Ruby swung Crescent Rose towards the rope, parting it cleanly. The momentum of Arslan's own aborted swing flung her to the ground. She rolled to a stop, and Ruby put out an extra burst of speed to follow her, trailing rose petals.

"You think this will hold me?" Arslan spat as Ruby planted her scythe over the other woman's neck, trapping her. Arslan leaned back and scissored her legs in a circle, knocking both Ruby and the scythe away. She tried to flip to her feet, only to be slammed back down by another of Jaune's forcefields, which crushed her into the ground.

"Give up yet?" Jaune asked, sauntering over and planting one foot on top of his barrier. He leaned forward and grinned at Arslan, who stopped struggling.

"You guys are assholes," Arslan ground out. Rolling her eyes, she raised her voice. "I yield to the assholes with the overpowered Semblances. Happy now?"

"They're not overpowered," Jaune answered, dissolving the forcefield and offering Arslan a hand. "Semblances are meant to be used."

"Your monster monkey fists are what're overpowered," Ruby added under her breath, checking Crescent Rose for damage. She looked up as Jaune gave her a pat on the back.

"Good job, Ruby," he said warmly. Then he looked over his shoulder. "Ren! Is Nora okay?"

"I'm fine! Totally _fine!_ " Nora burst out of the pile of rubble created by her crash landing and waved at them with a sunny smile. " _Whew_ , that girl can pack a punch!"

"She hits even harder than you," Ren noted, fingering his tattered sleeves with dismay. "Did you have to do that?" he added, glaring at Arslan. "This was a gift from my grandmother."

Arslan dusted herself off. "Don't blame me. You're the one dumb enough to wear a family heirloom into battle."

"Hey! I don't see a problem here," Jaune interrupted. He shooed a quietly fuming Ren off in Nora's direction. "We're proud of showing the world where we came from. Crocea Mors is ancient too, but we _still_ beat you."

"Pfaugh!" Arslan looked annoyed. "You beat me with your teammates, not your sword, pretty boy. Speaking of which - where are those useless idiots of mine?"

"We're not useless." Bolin, the least-battered member of Team ABRN, approached them, carrying Reese over his shoulder.

"Oh!" Ruby said, dismayed. "Did I hurt her?"

"Not exactly…" Bolin trailed off as Reese kicked her legs out with a wild yell.

"Let me go! I'm gonna kill her! You broke my board _again_ , Ruby!" Bolin winced as the smaller girl smacked him on the back with a piece of her hoverboard. "This is the third time!"

 _Oops… I guess I miscalculated my speed when I hit her._ Wincing, Ruby took a careful step away from them and avoided Jaune's sudden scrutiny. "I… can help you fix it later?"

Reese finally managed to kick herself off of Bolin's shoulder. "You better! Do you know how much this thing costs?" She held up her smashed board, glaring. "With the price of Dust crystals going through the roof, I can barely afford to maintain it!"

"I can make it better than before," Ruby mumbled, somewhat mollifying the skater.

Arslan looked between them. "And where's the last member of the Stooges Three?"

"We found him." Nora and Ren approached with a limping Nadir slung between their shoulders.

"We're supposed to graduate this year." Arslan's tone grew frosty; she stood directly before her teammate and crossed her arms. "The way you're going, you'll fail. Give up on becoming a Huntsman, Nadir. You're a fourth year and you can't even last _two seconds_ in a _spar_."

Nadir dropped his head, blinking in shame, and Ruby winced.

"Hey," Jaune said, stepping forward. "Lay off him. He tried his best. He's your teammate, you should be giving him support and pointers, not cutting him down!"

Arslan spun, redirecting her glare towards Jaune. "No. That's the problem with you Vale softies. You baby your team too much. If you want to be strong, the only person you can depend on to get you there is yourself." Her glare faded into a wry smirk. "Look at where your kind of thinking got Beacon."

Ruby clenched her fists. "That's not fair!" she shouted. "You were _there_ , you saw -"

"I saw your academy fall because you were counting on your Headmaster to save you. That same Headmaster who went _missing_ during your time of greatest need."

" _Ozpin's not dead - !_ " Ruby's words choked off as Jaune yanked her back by her cape.

"That was a cheap shot, Arslan," he said, eyes narrowing. "You know what day it is."

Arslan shrugged, unapologetic. "Cheap shots are the only kind the Grimm know how to take. Huntsmen can't be _weak_. If Nadir can't cut it, I'm doing him a favor by telling him now. Before a Grimm decides to teach him that lesson _permanently_."

"Hey!" Nora trembled with anger, not noticing how Nadir's face turned grey when her grip on his arm tightened. "We're not weak, you harpy! You wanna go again right now, huh?"

Ren sighed and carefully pried Nora's fingers off of Nadir. "Today's a bad day to provoke her. We should just leave."

"Yeah," Jaune said. He paused and gave Arslan a hard look. "I don't care what you think of me. Heck, it's probably true. But if you call my team soft again, we _will_ have a rematch. And we won't hold back like we did just now, _Arse_."

Ruby chose not to scold him this time.

Arslan's eye twitched, but she stopped when Bolin grabbed her shoulder.

"Boss. Let it go," he said. "We need to get Nadir to the clinic."

Shaking him off, Arslan sniffed. She reached out and grabbed Nadir, pulling him out of Ren's grasp and slinging him over her shoulder with one arm. "Team ABRN. Scramble." Before they left, she looked back and gave Jaune a mocking wink. "See you around, pretty boy."

"We're just gonna let her go like tha-mpfh!" Nora's yell cut off as Ren covered her mouth.

Jaune's aggressive posture dropped as soon as the other team was out of sight; he sighed and rubbed the back of his head. "Well… I guess it's another win for Team RNJR?"

Ruby, reining her temper in more quickly than Nora did, sheathed Crescent Rose. "Personally, I think she's still mad at you for turning her down."

"Really?" Ren said, grunting a little as Nora struggled. " _I_ thought she was trying to flirt with him."

Nora finally escaped from Ren's clutches and huffed. "Well, our little Jaune can't help being one of the most eligible bachelors around, can he?" She hopped over and grabbed Jaune's cheeks, pinching them with an adoring coo. "Just look at that face!"

Said face, besides being stretched wide by Nora's tight grip, was also turning the same shade as Ruby's cloak. "Let me go!" he squealed.

Nora released her pincher hold on his cheeks and slapped them with her palms instead. "Don't you even consider it, Jaune! That witch doesn't deserve you! She doesn't even deserve her own team!"

Jaune's embarrassment faded. "I know," he said, herding them out of the arena.

Ruby whistled. "Whoa! You're actually agreeing with Nora about something?"

Pinking, Jaune stammered, looking less like a fearless team leader and more like the awkward boy Ruby had come to know at Beacon. "Actually, I don't think she's all that bad! Arslan's pretty powerful _and_ she's on our side. It's just that…" He trailed off, and an air of quiet melancholy overtook him.

Ruby studied him from the corner of her eye; the funks Jaune would periodically fall into were exactly what made him so attractive - and unavailable - to the other female students. That, and his tendency to engage in sacrificial heroics. In Haven's ruthless society, an attitude like his was almost inconceivable. It was fortunate that Jaune's immense aura capacity and Semblance made his unique approach survivable.

Only a few people knew that Jaune's most distinctive traits were just the surface of the troubled legacy Pyrrha had left behind. Ruby counted herself lucky to be one of them.

"It's too soon," Ruby finished for him, and their post-battle euphoria dissipated like spent Dust.

Jaune's throat bobbed, and he stopped in the hallway leading to their dorms. "It's been three years today," he finally managed to say. Ren and Nora crowded around him, shielding his grief from the curious eyes of the other students. Ruby said nothing, but it was written on everyone's faces - _three years since Pyrrha's death_.

She watched them huddle, and tried not to feel like an outsider - Pyrrha was her friend, too - but she wasn't party to the unique pain shared by the surviving the members of Team JNPR. The sharp stab of loss when she thought about Team RWBY came pretty close, though.

Ruby cleared her throat. "Sparring today was probably a bad idea," she said, making her way towards the privacy of her own dorm room. "We've all got a lot on our minds right now."

Jaune looked up, noticing Ruby drifting off. "Get back here," he groused, pulling her into their group hug. "Don't do that. You're part of our team now."

"Yeah!" Nora said, sniffing as she clutched Ruby in a bone-crushing embrace. "It's not like we think of you as her replacement. Well, I mean, you sorta are, but that's different! Oh… this is coming out all wrong. Ren! Fix it!"

"What Nora meant to say is that you're a valuable member of our team. RNJR wouldn't be the same without you." Ren's voice choked off as Nora squealed and glomped him.

Watching their antics, Ruby felt some of her moodiness fading. "Yeah, I guess ' _JuNioR_ ' does kind of stink as a team name." Extracting herself from the others, she gave them a thankful smile. "Not that I don't appreciate the sentiment, but I really do need to take a break right now. Arslan hit my baby pretty hard, I'm not sure if she damaged Crescent Rose."

Nora's cheeks puffed up in a pout. "You and that weapon of yours! It's no wonder you can't get a boyfriend. Or a girlfriend! You're already in a monogamous relationship with an oversized _sickle_!"

"Crescent Rose is a high-caliber sniper-scythe, thank you very much," Ruby said haughtily. She patted her weapon. "There there, sweetie. Auntie Nora didn't mean to hurt your feelings."

"Fine, fine, I can see you two need some time alone to celebrate your victory." Nora smirked. "Come on, Ren. After a battle like that, I need food! Or at least a stiff drink to get over Arslan's ugly face."

"Nora, you're not old enough to drink yet…"

"Stop focusing on the details!" Nora yelled as she dragged her hapless companion away.

Ruby laughed at them and tried to edge towards her room.

"Wait a sec, Ruby. I need to talk to you."

Freezing, Ruby resisted the urge to disappear in a cloud of rose petals. Carefully smoothing her expression, she turned around and smiled at Jaune. "What's up? Was there a problem with my performance today?"

"What? No! No, you were good!" Jaune sighed and ran a hand through his hair. "You're always good, Ruby, you know that. You train harder than anyone else."

"Then what…"

Jaune shushed her and glanced around. "Not here," he said, gesturing at her room.

She ushered him inside and shut the door behind them. "Jaune! You know people are going to talk if they catch wind of you hanging out in my dorm room, _alone._ "

For once, Jaune's embarrassment didn't get the best of him. "Ruby," he said with a knowing look. "Stop using it."

Ruby jerked and forced herself to stop moving. It was too late, he'd seen the movement. Jaune's stern look morphed into one of anger. She dropped her head and sighed in defeat. A cloud of rose petals exploded around her and faded. "Fine. I'm not right now, okay?"

Jaune's frown remained firmly entrenched on his face. "I meant stop using it for the rest of today. And tomorrow. And anytime we're not sparring, actually."

Ruby glared at him, sulking. "You're the one who said our Semblances were meant to be used."

" ** _Not like this!_** "

She recoiled from Jaune's unexpected shout, eyes widening.

He sighed and rubbed his head, trying to calm down. "Look, I know you're trying hard. I get it. But can't you see what keeping your Semblance active is doing to you?"

Recovering from her surprise, Ruby scowled at him. "For your information, I _know_ what it's doing to me. It's making me the best Huntress-in-Training Haven Academy's ever seen." Jaune's face was tightening in anger again, so she pressed her assault. "I've doubled the amount of time I can spend training! I'm slowing my rate of aura depletion! I can use my Semblance for longer than ever before! I'm getting _better_ -"

She was shocked into silence when Jaune grabbed her shoulders. "Ruby. I know it hurts. Stop trying so hard. Please, _not today_."

"I can take care of myself, you know -" she said with less vehemence, but he only spun her around and marched her across the room. She let him; Jaune was her best friend. They knew each other inside out, and she knew just how much his heart still hurt over losing Pyrrha. He'd discovered the depths of his feelings too late. In his grief, he latched onto her like one of his missing sisters. In truth, she'd done the same to him - she needed his support as an older sibling just as much, especially after Yang all but gave up on that job.

They stopped in front of the full-length mirror mounted on her wall; Jaune released her to pull away the fabric she'd draped over most of it. "Look! Your hair grew again. Nora said you got it cut yesterday!"

 _Shoot, I knew I missed something._ "I - I'm a fast grower -" Ruby hedged.

"You're eighteen years old!" As if to prove his point, Jaune stood behind her. She wasn't quite as short as before; almost as tall as Yang, she realized with a start; that was at least another centimeter or two since the beginning of the year. He was right; her hair _was_ longer; lazy to have missed that. Maybe keeping the mirror covered wasn't such a good idea, even if it did make it easier to ignore the changes in her body.

"I've heard of growth spurts, but if you keep this up you're going to look older than us by the time we graduate." He trailed off. "I don't understand why. Why are you doing this to yourself?"

"I'm trying to grow up!" Ruby met his eyes in the mirror. "The world doesn't need another child who can't do anything. I need to catch up! I need to be able to -"

Jaune cut her off with a snort. "This isn't catching up, Ruby. This is you running."

Ruby dropped her gaze. "You know why," she mumbled. "Today's when everything went _wrong_." The anniversary of Pyrrha's death. Of _Penny's_ death. Of Ozpin going missing and the Grimm running rampant over Beacon. The third anniversary of the destruction of Team RWBY.

She closed her eyes. Maybe it did make her a horrible person, but it was the last one that got to her the most, more than any other loss. Weiss was trapped in Atlas, chafing under her father's iron thumb. Blake was still running, missing without a single word even after three years. And Yang, her own sister, remained a pale shadow wasting away in Patch, watching and waiting for Blake to come back.

She didn't realize Jaune was hugging her until she managed to bring her sobs under control. He didn't seem to mind that she was ugly-crying all over his suit of armor, though he did offer her a large wad of tissues when he let her go. "I'm sorry," she said, half-referring to his mucus-stained pauldron. "And… thanks," she added with a touch more embarrassment, blowing her nose.

Jaune said nothing and gave her enough space to recover her dignity; he'd always been good at reading people. It was probably why he was the best choice to lead Team RNJR.

It was a silly team name - at Haven, they'd given _her_ that honor, and the remains of team JNPR. Ruby had seceded to Jaune immediately; they were both still smarting from the events at Beacon. The difference was that Jaune was more driven than ever to keep his remaining team together, while Ruby struggled helplessly with her complete and utter failure to do the same. The team name never changed, but it was an open secret that Jaune was the one who really sailed their ship.

Cleaning the last of the mess from her face, she noticed Jaune studying the prosthetic arm spread out across her desk.

"You've been working on it again?" he asked, poking it. He jumped back when a panel on the forearm flipped open, snapping out into a small shield.

"Yeah! Your weapon's the one that gave me the idea to put the shield in," Ruby said, her excitement growing. Weapons development - now that was a language she could _speak_. "I was thinking of giving The Duke a Dust funnel, but it'd have to be in powder format, and I thought that might be too volatile since Yang would be punching -"

Jaune's pitying look stilled the words in her throat. She swallowed, touching a panel on the limb and retracting the shield.

"Did she even try the last one on?"

"No…" A sudden spike of anger curled in Ruby's breast. Weiss got into _a lot_ of trouble smuggling her the blueprints for the state-of-the-art prosthetic; Ruby tried not to think too hard of the fact that they'd probably belonged to Penny. Building the initial arm had been time-consuming and expensive. When Yang returned the package to her unopened the first year, Ruby was crushed. The second year, she was worried. This year - well, this year she was _mad_. "But she'd better take it this time, or I'm going back to Patch and welding it on her myself!"

"She's grieving," Jaune told her. "You can't speed up that process by building her a new arm."

"At least I can try, can't I?" Ruby snapped. Carefully covering the arm with a sheet, she let out a slow breath. "None of this would be happening if I just could've held my team together."

"It wasn't your fault -" Jaune said staunchly.

"No. I've been asking myself this for three years," she told him. "What could I have done differently? _I should have stayed with them._ I thought I could do everything by myself, and instead -" She trailed off, sinking onto her bed. "No matter how fast I run, the answer keeps catching up to me."

Jaune sat next to her, frowning. "Well, if your demons keep chasing you… then maybe it's time we go meet them head-on."

Ruby looked up. "What do you mean?"

"You're wondering about what happened at Beacon, right? Maybe we should go and find out." He clasped his hands together and looked at them. "I have questions too, you know. I want… I _need_ to see Pyrrha's -" He cut himself off. "I mean, maybe we're both strong enough to find some answers now."

"You're talking about going back to Vale," Ruby breathed. "It's a warzone there, Jaune. I heard Glynda's holding a settlement full of survivors together in the town, but the dragon's still on the tower and the Grimm just keep coming." Even as she spelled out all of the reasons Jaune's idea was bad, she couldn't help the spark of excitement that his words lit within her. "... are you sure we're ready?"

Jaune's face hardened. "Maybe we've waited too long. What have we been training for in the last three years, if not to find answers?" Relaxing, he smiled at her. "Besides, someone has to keep you company. You may look as old as the rest of us, but you're still our junior mentally."

Scowling, Ruby struck his arm. "You say that like you don't know anything about Nora," she protested. Then she stilled. "You said _us_. You _do_ mean Ren and Nora too?"

"We're a team," Jaune answered. "We stick together, thick and thin. _All_ of us need closure."

Ruby turned over his offer in her head. She'd seen Penny and Pyrrha die; Yang was crippled, Weiss was trapped and Blake was _gone_. The Grimm were more active than ever, Dust shortages were hitting the four kingdoms even harder than the White Fang, and there were rumors of war brewing among the Councils. And the woman responsible for it all - Cinder - had disappeared, vanished just as thoroughly as Ozpin. She thought of Arslan's mocking criticism of Vale, and wondered if it held a grain of truth. _If we're really on our own, then what are we waiting for?_

"It's not just about us," Jaune said aloud, echoing her thoughts. "The world needs answers. If no one's going to look for them, then - isn't that our job now? As Huntsmen?"

Ruby tried to hide her smile unsuccessfully. "We haven't graduated yet, you know."

Jaune returned her smile, but his was more tired than hers. Ruby reminded herself again that he'd loved Pyrrha; in a way, he was the one who'd suffered the most. "We all graduated three years ago."

Ruby took his hand. "So... Beacon, then?"

"Beacon," he answered, his fingers tightening around hers. "Together, this time."

* * *

 ** _Notes:_**

 _Semblances (mostly non-canon):_

 _Jaune's Semblance is the creation of forcefields without Dust. His stamina and ability to soak more damage than others is because of his huge aura, not his Semblance. When Jaune uses his Semblance, his eyes glow blue._

 _Ren's Semblance is phasing, the ability to become partially incorporeal and pass through objects. He can extend this skill to anything he touches, like his clothes - or other people. He can also manipulate aura more skillfully than others, but this isn't his Semblance - and it still tires him out._

 _Nora's Semblance and abilities are exactly the same as her canon ones._

 _Ruby's Semblance is speed which evolved to minor time manipulation (on herself only); her non-canon practice of maintaining it constantly is an attempt to "raise" her aura pool as well as manage her aura expenditure more efficiently. In case it wasn't clear, yes, it also has the side effect of aging her too rapidly._

 _The prosthetic arm Ruby designed is named after John Wayne ("The Duke")._


	3. 02: It's Not Up To You

**2: It's Not Up To You**

"For fuck's sake, not this again." Grabbing his hat, Roman turned and ran down the dark alley.

"There he is!"

Footsteps thundered after him; he found himself acutely missing Neo's presence. She'd always been good at deflecting pursuers; Roman was more of a lead-the-charge kind of guy. As long as _leading_ meant _throwing your mooks at the problem_. It was difficult to do when one lacked mooks. It was a bit more complicated when one's mooks were the problem.

"Gotcha!" Something wrapped around his ankles, and Roman crashed to the ground. His hat and cane went flying. _Shit! When it rains, it pours._ Scowling, he rolled over and wriggled free, making a grab for the cane.

The Faunus girl snapped her whip, blocking him. Her face was obscured by a Grimm mask, but the two curved antlers sprouting from her temples were clearly visible. Her beefy companion caught up to them; his face was also hidden, though the squat horn that jutted out from the center of his mask was too obvious to hide.

"Long time no see," the girl said with a cold grin. "We've missed you."

"Really?" Roman reached for Melodic Cudgel. "Then let me give you a proper hello -" The girl flicked her whip, knocking the cane away from him and clipping his fingertips in the process. He hissed in pain, then turned his grimace into a smirk. "That's no way to greet an old friend, sweetheart."

"You're no friend of the White Fang!"

The whip lashed again, and he crashed to the ground, suit ripped. "God damn it," he swore, sitting up and looking at the tear. "What is it with you people and my clothes?" He was slammed back down when Rhino - what he decided to call her hulking cohort - lumbered forward and stepped on his chest. Wheezing, Roman put his hands up in surrender. "Ok, you got me. Ease up a little, will you?"

"Oh, so we're _people_ now? You should have thought that before you used us like cannon fodder!" Gazelle girl, as he dubbed her, pulled her whip taut. "I don't think we'll be _easing up_ , Mr. Torchwick. The White Fang still remembers you too well."

Roman held his easy smile. Inwardly, however, his temper boiled. _If I ever find that bitch Fall, I'm going to make her pay for this._ "Listen, I was only acting on orders," he began. "You wouldn't want to double cross Fall, would you? Let me tell you, she doesn't tolerate anyone messing with her subordinates -"

"Taurus leads us now, Torchwick. And he doesn't care for _humans_ like you." The way she said the word made it sound dirtier than the pavement he was crushed against. As if in response to the girl's words, Rhino's foot ground down even harder.

Roman ignored the feeling of being turned into another one of the stains on the street and kept his poker face in place. "I heard your new leader wanted to deal with me personally. So you mean you're not afraid of pissing off the raging bull himself, are you?" The foot on his chest eased up, and Roman struggled to keep himself from visibly sucking in more air.

"Ginger… are you sure we should be doing this? Taurus wants him alive."

"Shut up!" Gazelle girl looked furious. "And stop using my name, you idiot," she snapped at her partner.

Roman barked out a dry laugh. _These mutts… they couldn't find two brain cells to rub together between the both of them._ "What's the matter, _Ginger_? Scared?"

"Of you?" Ginger smirked. "Why should I be? Just look at you. _This_ is the great Roman Torchwick, master thief and con artist." She gave his tattered suit and worn gloves a once-over. "You look more like a common thug to me." Stepping over him, she hooked the toe of one wickedly pointed shoe under his chin and lifted it. "And not a very skilled one at that."

"Honey, you don't know the half of my skills," Roman told her, letting his eyes wander. "Nice skirt, by the way. I can see you're a fan of lace."

Hissing, Ginger withdrew her foot, only to whip his head back with a sharp kick. The pain wasn't enough to dull his vision; what he could see of her face had turned bright red. "You're a dead man," she promised, and the crushing weight of Rhino returned full-force, squeezing the breath out of him.

"All right, all right," Roman groused, working his jaw and checking for loose teeth. "I know, I have to pay for my crimes. I've heard this song and dance before. If you're gonna execute me, so be it." He huffed out a melodramatic sigh. "Just remember, it's on your own heads if Taurus comes after you."

This time, Rhino didn't budge, and Ginger's melodic laughter filled the air. "You think our leader wants to save you, fool?" She leaned over Roman, careful this time to keep her legs out of his view. "The only reason he wants to see you is to make you into an example. _You_ are the face of everything that's wrong with Remnant! Taurus is going to string you up and leave you to die. _Slowly._ He even promised his top lieutenants they could have a go at you first."

Rhino drew a slow thumb over his throat, and Roman's blood ran cold. He'd always suspected as much, given the nature of his past run-ins with members of the White Fang. With Junior's information network destroyed and chaos rising in the wake of Fall's unexpected absence, there wasn't any real way of checking. To finally hear it aloud was both a relief and a final damnation at once.

Wanted by the law, wanted by the terrorists… there weren't very many bridges left for Roman to burn, and the places where he could hide from the heat were growing worrisomely sparse.

Ginger's smile widened as she caught on to his discomfort. "Not such a hot shot anymore, are you?" She stroked the handle of her whip along the side of his face. "We're really doing you a favor, Mr. Torchwick. Compared to Taurus, your death at our hands will be _merciful_."

Roman stared into the eye slits of the girl's mask. "Grant a condemned man one last request?" he asked.

"Of course not," Ginger told him airily. "You… you're no man, Mr. Torchwick. You're _scum_." She raised her whip, teeth baring in a bloodthirsty smile.

 _This is it, huh_ , Roman thought, closing his eyes with a sense of tired resignation. It was almost anticlimactic, all things considered - to be killed by a Faunus grunt. The Griffon from three years ago would've been a better way to go. He frowned; death sure was taking her sweet time.

Cracking an eye open, he watched Rhino hold Ginger back; she struggled against him with a fierce scowl on her face.

"C'mon, Ginger. Don't sink to his level."

"Ugh! Fine." She wrenched her arm free from Rhino's grip and stalked away. "This is all you, though. Don't involve me in your idiotic sense of honor."

Both of Roman's eyes focused on the Rhino leaning in towards him. "One last request, Torchwick." It felt like the huge man's heel was going to crack one of his ribs. "And no tricks."

Once again, Roman was struck by the stupidity of his captors. They'd already declared they were going to off him. _What kind of fool thinks I'd be intimidated by any other threats at this point?_ Rolling his eyes, he held his hands up. "No tricks. I just want to die with a little dignity, if you will."

Ginger snorted at his words. "You can't reclaim what you never had."

Roman ignored her, gesturing towards his discarded hat. "Let me look the part before I go, that's all I'm asking."

Rhino traded a silent glance with Ginger; she looked upset, but gave her partner a curt nod. Wrapping his arm in a crushing grip, the huge man dragged Roman to his feet.

Rhino hauled him towards the bowler hat and threw him against the ground. "Pick it up and stand by the wall," he ordered.

Standing up, Roman dusted his suit off, trying to smooth out the creases. He hadn't been able to afford his usual wool blend for years now; still, no one ever had to look _poor_. After combing through his hair, he bent over and picked the hat up, flipping it in his hands. "Just remember: I _did_ try to run." He cleared his throat. "Now, any last words?"

Rhino looked confused. "Huh?"

Ginger snarled at him. "That's what we're supposed to ask yo-"

Her head sailed off her shoulders mid-sentence. Roman hit the ground, rolling for Melodic Cudgel while the idiot rhinoceros kid stood there gaping. Grabbing his cane, he rose smoothly to grab the spinning hat out of the air, careful to avoid the bloody blades extending from its brim. _And for the bruiser_ -

Rhino slammed him into the wall, punching the air out of his chest. Struggling, Roman slashed the blades against the Faunus' bulging neck, trying to sever an artery. He missed, but Rhino drew back far enough to avoid Roman's next swing - his last mistake.

A sharp crack sounded through the air, and the huge man slumped over, suddenly boneless. Roman grunted and struggled under the unexpected weight, pushing him off with some difficulty. The Faunus landed with a wet thud against the ground, the gaping hole in the center of his chest leaking blood into the alleyway.

Stepping out of the way of the slowly-expanding pool of red, Roman held up Melodic Cudgel and inspected the barrel with disgust. "That was my last Dust round, you fucking mutt." Frustrated, he kicked the corpse.

Pride was telling Roman to stalk off; any fight you could walk away from was a victory - and he'd made through yet another ambush alive. The cops weren't going to come running after him in the slums of Atlas, not when the White Fang were the biggest thorns in the Schnee Dust Company's side. All in all, he'd come out of the entire ordeal only a little worse for the wear.

The same couldn't be said for his suit, which was now not only tattered, but also bloody to boot. Roman sighed. Pride didn't matter much when you needed to eat, and things had been getting tight of late. Squatting by the body, he rooted through Rhino's pockets. Flipping through the few possessions he found, he took another quick look at the man's corpse.

"Well, 'Ahina,' thanks for your contribution to the Torchwick Survival Fund," he said, stuffing the wad of cash into his pocket. "I'll be sure to put this to better use than you would've." He leaned forward and grabbed the knife off of the man's belt. The hilt was clearly marked with the symbol of the White Fang; the blade, however, was solid. Plus, there was always the delicious irony of killing his next White Fang assailant - and there always was a _next_ , those rodents were _everywhere_ \- with one of their own weapons.

Moving over to Ahina's headless companion, Roman made sure to stomp on the hand still holding the whip, cracking a few of the corpse's fingers under his heel. "Bitch," he muttered, before searching her body as well. As suspected, she was better off than her friend; any terrorist who could afford lace panties had to have access to the finer things in life.

Chuckling to himself, Roman pocketed his newfound fortune, which included several vials of powdered Dust. There were even a few cartridges left in the handle of her whip, which he quickly liberated. Almost everything was useless for Melodic Cudgel, but he was confident he'd be able to sell what he'd collected on the black market for a few more rounds of the appropriate caliber.

 _As long as I can avoid any more of those damn White Fang members along the way._ Annoyed, Roman cleaned the blades of his bowler off against the girl's skirt, before retracting them and donning it carefully. Then, standing up, he punted her head into the wall like a soccer ball. The Grimm mask she'd been wearing cracked and fell away as it rolled to a stop; her eyes were still open. Their glassy gaze bore into him with an accusing, macabre stare.

 _You and your kind brought us to this. **Murderer.**_

"Takes one to know one," Roman grunted. Something churned in his stomach; he turned and stalked out of the alley, irate with himself. _That rhinoceros boy must've done a real number on me._

The excuse sounded cheap, even to his own ears. Roman didn't allow himself to think any further than that, though; the real world was harsh, and second-guessing yourself was a guaranteed fast track to a future of pushing up daisies. Still, double homicides always put him in a foul mood. Roman found himself drifting, searching for a bar that would neither cater to Faunus nor inspect the stains on his dark suit too closely.

It chafed to be wearing the cheap piece of tailoring - Roman really missed his old clothes, events in the alleyway notwithstanding. In the dark, non-descript goon suit, however, the only thing that stood out about Roman was his shock of bright orange hair and lack of sunglasses. After three years of having the White Fang hound his every movement, he'd come to accept that his fashion sense was going to have to take a back seat to his safety.

Finding a locale that looked appropriately seedy, Roman shouldered his way inside and slid into a seat at the dingy bar. "Gimmie the strongest thing you've got here," he demanded, pushing a bill across the countertop.

The bartender placed a shot glass in front of him and poured out a generous measure of some sort of pungent liquor. When he finished, Roman pushed another bill across the table. "All of it." The barkeep wisely kept his commentary to himself, though he did leave the mysterious bottle of amber-colored swill behind. Roman thought it looked more than just a little like piss. Steeling himself, he grabbed the shot glass and tossed it back. _Tastes like it too._

He reached for the bottle and froze, catching sight of himself in the mirror behind the counter. _How the mighty have fallen indeed._ His reflection stared back at him with a haggard face and unkempt hair. Roman resisted the urge to straighten himself out - it would only draw attention, and he was working hard to disappear. _The perks of being a wanted criminal._ Toasting himself in the mirror, he knocked back another shot.

"Wonder when it all went to hell," he said moodily, pouring another glass. Then he smirked. _Dumb question._ Everything went to hell with Beacon, three years ago. After his brush with death - why that stupid kid decided to save him still baffled him to this day - he hadn't been able to get far before the Grimm swarmed him once more.

He'd taken cover in the rubble of one of the abandoned buildings; Melodic Cudgel could only do so much, and he'd lost both his scroll and his partner in one fell shot. There were no easy outs, and after a vicious firefight, he'd been sure he was going to die at the jaws of a Grimm, _again_. This time he knew what was coming; being stuck in the gullet of that Griffon was an experience that Roman was never going to forget.

He'd given up then - just sat down and stopped trying, laughing to himself for cheating death, only to have it catch up around the very next corner. All the effort that little girl expended for his sake, the whole big speech - it was all a load of crap in the end. And then, as the Grimm surrounded the shelter he'd holed himself in, he'd had the strangest thought.

It was _nice_ , actually. Refreshing, to see that even in the gigantic pile of greed and misery that made up Remnant, someone still _believed_ in all that fairy tale bullshit. His laughter had faded into a genuine smile, and it took him longer than it really should have to notice that the Grimm were moving away from his hideout.

"Think happy thoughts, huh," Roman repeated to himself, nursing his drink. Had that been what that girl meant about defeating the Grimm? He smirked to himself. _Happy thoughts_ got you killed in the real world; if not physically, nursing them was bound to crush your soul at some point. Happiness didn't thrive in Remnant, and only imbeciles opened themselves up to that kind of vulnerability willingly. He wouldn't be surprised if the kid had died on that very day; a lot of people had.

When the world exploded into silvery light, he'd assumed Fall betrayed him; that she was going to blow Beacon off the face of Vale, and him right along with it. Then he'd realized that only the Grimm were affected by the explosion; they disintegrated around him into thick clouds of black smoke. He'd thought himself the world's luckiest man - until the first Faunus spotted him.

It was the beginning of a three year hunt that still hounded him. They'd already known him then; the fiasco with the train was still fresh in their memories. And the only one who could keep them in line, that bitch Fall, had ditched him like yesterday's news. The White Fang had been counting on the chaos of the battle to cover his death, whether by their hands or that of the Grimm. What they hadn't accounted for was his will to survive.

Roman stopped playing with his glass and finished the drink with a sour look. _And here I am, still surviving hand-to-mouth._ He wasn't cut out for life on the lamb; hell, he'd ended up in _Atlas_ , the last place he ever thought he'd return to. At least the city was both familiar _and_ big enough to get lost in.

 _Lost_ was a good way to put it. Having never fostered good relations with either Sustrai or Black, he couldn't rely on them after the Battle of Beacon. In fact, they were just as furious with him as the White Fang, convinced he had something to do with Fall's disappearance.

They weren't entirely wrong; Roman's job was supposed to have been on top of things, taking out the Atlesian military and providing Fall and her lackeys with a getaway vehicle. Instead, they'd each had to beat a messy retreat on their own. That harpy Goodwitch retained partial control of what remained of the city of Vale, while in the months that followed the White Fang rebelled and rose to fill the vacuum of power left by Fall's absence. It should have been a resounding victory, but instead was the start of a world crumbling into utter chaos. It would have been poetic, if Roman hadn't thrown his lot in with the losing side.

 _Well. What side really won, anyway?_

"I never thought I'd say this, but I miss Junior," Roman muttered to himself. It'd been too long since he'd had a cigar; the breakdown in trade relations between kingdoms ensured that they were a thing of the past for all but the wealthiest citizens. "I could use a smoke."

A cigar appeared before his eyes; Roman blinked to make sure he wasn't hallucinating. It was gripped between a pair of slender fingers gloved in black. He followed the pale pink cuff up an impeccably white sleeve, heart pounding. "Neo?" he spat out, frozen in place.

A small smirk crossed her face; her eyes shifted color as she blinked.

Roman twitched; he had to fight the urge to leap off his stool and envelop her in a bone-crushing hug. _She's alive. Neo's alive!_ A familiar face - one that actually _liked_ him - made hope rise in his chest and a grin spread over his face. She was the same as ever - impeccably dressed, smug as a cat and staring at him with amusement as he tried to figure out just how to react.

"Where have you been? How'd you make it out alive?" Neo continued to smirk at him, and Roman's surge of happiness faltered. _You're asking the wrong questions_. Shuttering his smile, he leaned back into a more relaxed slouch. "Why didn't you contact me? It's been three years, Neo." _Three long, hard years._ He didn't like the way his voice dipped when he spoke; neither did she, from the look that passed briefly over her face.

The tiny smirk resurfaced, and Neo twirled her finger around in a circle. _Here and there_ , she told him; Roman could still read her as easily as he had three years ago. She shrugged - _what happened after the ship crashed isn't worth mentioning_ \- and then pinned him under an intent, focused stare. _But now, I have business with you._

Roman focused instantly. "That's my girl," he told her, another smile stealing across his face. This one was more predatory. "Have you spoken to the boss lady?"

Neo's eyes flickered, a matching pair of brown for just one instant, before nodding.

"Has she got a new job for us?" he pressed, and Neo shrugged nonchalantly.

Roman turned back to his shot glass, frowning. Neo was being as mysterious as ever. It was in her nature, as an illusionist; three years ago, when he was confident that he'd known everything there was worth knowing, he'd reveled in it. It was a trait of hers that played well against his own cocky attitude. His reflection blinked at him, looking nothing like the Roman Torchwick he once was. Three years could change a person in a lot of different ways.

"Is Fall still working with the Faunus?" he asked, keeping his voice neutral. "Because if she's the one responsible for throwing Taurus on my back…" He trailed off; maybe a double homicide a day _wasn't_ enough.

Neo tipped her head back in a silent laugh, spinning on her stool and leaning against the bar. She crossed one leg and canted her head lazily in his direction. Her whole posture screamed _Are you an idiot?_

Unsettled, Roman threw back another shot. Before, they'd always shared some sort of gigantic, cosmic inside joke together, lording it above others - even Fall and her minions. Now, it felt suspiciously like he was the outsider and the joke was on him. "Tell me she has a plan. And that I'm a part of it."

Neo nodded at him again, still regarding him with that unnerving stare. Her eyes were almost completely white now, but for the two pinpricks of her pupils. She made no move to explain herself, and Roman felt his stomach clench.

"You're here to test me. See if old Torchwick can still keep up."

The amused twist of her lips was answer enough; Roman felt his anger growing.

 _Three years. Three years of living like an amateur street thug because of Fall, and this is what I get?_ His hand clenched around the shot glass so tightly it cracked. "I'm in. You know I'm in! Neo, it's _me_. Don't be like that. You're not one of Fall's bratty little kids. We know each other better than that!"

She blinked, as if to say _do we?_ But then she smiled, and the look was gone. Instead, she reached into her jacket and pulled out her scroll. Flipping it around, she showed him the screen: a map. A small red dot flashed on it.

Roman's eyebrows went up. "Vale? She wants me back in _Vale_?"

Pocketing her scroll, Neo nodded. Then she took in Roman's attire and wrinkled her nose. After adjusting the cuffs of her sleeves, she pulled out a credit chip - _when was the last time he'd seen one of those!_ \- and threw it at him. _First, new clothes_ , he clearly read.

"Well well well. If I'm coming back, I suppose I'll have to look the part." His smile returned, along with a budding sense of purpose. _Finally._ Roman Torchwick was making a return, and he was going to make the world _pay_.

Neo leapt off of her stool gracefully, parasol in hand. She grinned, recognizing the look on his face, and sauntered towards the door. Roman followed her, eager to grab a way out of the hell his life had somehow turned into.

There was a small part of him that still turned uneasily as he followed his partner out onto the street; the part that whispered _and just who is who's minion **now**?_

* * *

Notes  
 _Âhina means "white" in Hawaiian._

 _Neither Ginger nor Ahina have an activated aura or Semblances; they're just "ordinary" terrorists._

 _Yes, Torchwick has an aura and a Semblance. More will be revealed about that later._

 _Neo does not have silver eyes. I always thought they turned white in canon._


	4. 03: Scatterheart

**3: Scatterheart**

"This is great!"

Ruby giggled, watching Nora root through the condiments.

"Always seeing the positive?" Ren observed. He reclined his seat as far back as it would go and crossed his arms behind his head.

Nora withdrew from the supply closet to make a face at Ren. "So what if this ship is lacking in the personnel department?" She waved a few bags of complimentary peanuts at him. "At least we can eat as much as we want. Plus, we can take any seat we want - which is why _yours_ is bigger than the bed in your dorm room!"

"Softer, too," Ren sighed, closing his eyes. He sputtered as a flying pillow smacked him out of his complacency.

"And we can have more than one pillow, Ren! _More than one!_ "

Taking the offending pillow and arranging it under his head, Ren hummed in contentment. "I guess you're right about that. Throw me a blanket while you're at it, will you?" This time he managed to catch the missile Nora lobbed at him before it hit. Shaking the blanket out, he snuggled into his seat and closed his eyes. "Wake me up when we get there."

Jaune frowned, still looking green around the gills despite the luxury surrounding them. "You guys aren't even a little bit disturbed by this?" He gestured at the first class cabin they'd relocated to.

In response, Ren snored loudly.

Nora emerged from the closet, dumping a small mountain of prepackaged snacks into her seat. Putting her hands on her hips, she frowned. "No, you're right, Jaune. I forgot about the beverages." Marching back to the closet, she dove right back in. "Anybody want anything?"

"No thanks!" Ruby called out. She eyed Jaune with some concern. "Maybe you could get Jaune some water, though." He burped wetly, and Ruby's eyes widened. "Or, uh, a couple of barf bags."

"Hold it in, Jaune," Nora called out. She leaned out of the closet to toss a bottle of water towards Ruby. "Take one for the team!"

Recovering somewhat, Jaune shot both of the girls as good of a glare as he could muster. While his motion sickness improved slightly over the years, nothing short of a miracle would ever really cure him of it. "Nora," he managed to say. "Don't steal all the alcohol."

"Don't worry!" Nora retreated with her spoils of war, still in the process of slipping as many small wine bottles as she could into her carry-on bag. "I left them a few."

Groaning, Jaune turned his attention to Ruby. "Am I really the only one worried here?"

Uncapping the water, Ruby handed it to him. "No, I'm freaking out too," she admitted quietly. "Where is everybody?" Her question echoed through the empty cabin.

When they'd signed up for the commercial transport to Vale, they'd received a strange look from the travel agent, followed by a three-page waiver they all had to sign. She hadn't bothered to read the fine print, but it was becoming increasingly clear just how unpopular their destination was. Apart from the captain and the four of them, there was no one else on board.

"Maybe it's just a slow time of year…"

"But then why would they send us over on such a huge ship?" Ruby stood up. "Look at the size of this thing!" Drawing her scythe, she let it unfold to its maximum length and swung it in a full rotation over her head to demonstrate. "Why bother with all this if we're the only ones riding?"

Jaune unbuckled his seatbelt with a look of regret. "Maybe we should ask."

"Who? The captain?" Sheathing Crescent Rose, Ruby followed Jaune down the aisle. She glanced at Nora, who waved them on, her cheeks stuffed. Ren continued to snore quietly, and Ruby shrugged.

Jaune stopped before the locked door signaling the entrance to the cockpit. "Since he's the only one here besides us, well, yeah." He knocked politely against the door and waited.

The light over the cabin flickered, and then with a hiss, the door slid open. Inside, a burly man leaned over the controls. He looked over his shoulder to greet them. "Yeah? Whadda ya want?"

Their pilot was huge and grizzled, and nothing like the well-kempt image of an airline pilot she'd expected to see. Several white streaks ran through his wild hair, and his stubble looked more like it was well on the way to a full-grown beard than a five-o'clock shadow. His slit pupils gave him away as a Faunus. Those same pupils were a little too widely dilated; that, and the strong scent coming off of his wrinkled clothing made Ruby suspect he was slightly drunk.

Jaune recovered from the shock first. "Uh, sir?"

"I don't got all day," the pilot growled. "Spit it out."

"Well, we were just wondering why there were no other passengers on the ship."

At this, the pilot turned around fully to take a good long look at Jaune. "Are you serious? You kids don't know much about Vale, do ya."

Ruby puffed out her cheeks, annoyed. "Excuse me! We went to school there! We fought the Grimm during the Battle of Beacon! I think we know plenty!"

A look of understanding crossed over the pilot's face. "I see. You're Huntsmen, huh. Well, that explains things."

Jaune frowned. "No, actually, it doesn't -" He cut off, eyes widening. "What the hell is that?"

Spinning around, the pilot let out a yell and dove for the controls. The transport went into a steep roll, sending Ruby and Jaune flying. From the surprised shouts behind them, it must have done the same to Nora and Ren.

Ruby regained her balance first and stared out the cockpit window. "Is that a Nevermore?"

"Aye," the pilot told her as he sent their ship into another steep dive to avoid it. He cursed. "Damn things are tough as hell to shake. Wish you kids hadn't distracted me."

Jaune, who'd managed to crawl into the co-pilot's seat, shakily strapped himself in. The shock of playing chicken with a Grimm was overriding his urge to vomit, at least. Ruby hung onto the back of his chair as the pilot wove their ship through the air like a man possessed.

"Wait, you've done this before?" Ruby managed to ask.

Eyes on the window, the burly man gave her a grim smile. "Yep. That's my job. Pilotin' to Vale pays real well, but it ain't got much goin' for it in the way of a retirement plan." He sent the transport into another barrel roll; the cursing from Nora and Ren grew louder.

"Guys! Are you alright?" Ruby caught onto Ren and hauled him into the cockpit, making space for him to hang on. Nora pushed herself in behind the captain, who swore; it was getting a little too crowded in the tiny cabin.

"What's going on?" Ren asked. "Are we being attacked?"

"Yes!" Ruby ducked instinctively as the Nevermore buzzed over the top of the transport, a little too close for comfort. "We need to do something -"

"You ain't gonna do nothin', girlie!" the pilot roared. "This is my ship, I'm the captain here! You take that thing down, five more are gonna come lookin' for it!" He mopped some sweat from his brow. "Ever since that damn dragon got stuck on top of the tower, this place has been a nightmare! Nobody in their right mind wants to _come in_."

"Then why this huge transport?" Jaune asked. His fingers were still clawing the armrests of his seat in a death grip. "Wouldn't a smaller one be easier to evade the Grimm in?"

"Can't go smaller because everyone's tryin' to _leave_ , son." He jerked on the controls again, and Nora flew into the ceiling. When she landed, her eyes had that _special_ glint in them that spelled trouble.

"This is stupid!" she yelled. "I say we get out there and blast that buzzard off our backs!" Magnhild, in its grenade launcher format, was already in her hand.

"Naw, we'll make it," the pilot told her. "Now shaddup." Reaching for his headset, he adjusted the microphone. "This is Ave Maria, contact Beacon approach."

The radio crackled. "Beacon approach. Ave Maria, turn left heading three two zero. Aim for Main Street Park, we'll clear the way."

"No can do," the pilot answered. "We got ourselves a Charlie Foxtrot out here. I'd say…" he leaned forward, craning his neck and scanning the darkness. " 'Bout two Nevermores and maybe a flock of Griffons below 'em. Ready or not, we're comin' in hot."

"That… doesn't sound good," Jaune said, his voice several pitches higher than normal.

The radio buzzed again. "Beacon approach to Ave Maria. We've deployed our Huntsmen. You're cleared to land wherever you can. Try to make it to the east side."

"Roger that." Throwing off his headphones, the captain eyed the four of them. "Better strap in."

Jaune sat up a little straighter. "I'm staying here. I think I can help." He glanced at the others. "You guys can, too. Turn your scrolls on, Rangers."

Nora's grin was frightening as she popped her scroll out of her pocket and hooked it onto her belt. "All right! Open up the hatch, pops, I've got a grenade with that Nevermore's name on it!" Hefting Magnhild, she sprinted out of the cabin.

"You kids must be outta your minds," the pilot said, though he did flip a switch on the dashboard. The sudden howl of wind blasting through the cabin was only slightly less loud than Nora's war cry.

"Ren, stay up here with me," Jaune said.

A look of understanding passed over Ren's face, followed by annoyance. "... there's nowhere for me to sit, Jaune."

"You snooze, you lose," Jaune answered with a smirk. "Ruby, you should get back there with Nora - hey, Ruby?"

Ruby heard him speaking, but was frozen in place. It wasn't the Grimm that congregating around the ship - the pilot had been right about the Griffons - but the sight of the city that struck her dumb. It was nothing like she remembered it; black fog covered what was left of the rubble of the city proper. The broken tower of Beacon Academy presided over the ruins, with the Grimm dragon still wrapped around the column like some sort of twisted sculpture.

The view was abruptly obscured by another Nevermore rushing towards the cockpit.

The captain swore heavily. "It's too fast, I can't dodge that one in all this traffic! Brace yourselves, we're gonna take a hit -"

"No, we won't," Jaune said, his eyes lighting. Several barriers sprang into place on both sides of the ship, forming a pulsating blue corridor that they flew through. Griffons smashed into the unexpected barriers right and left in flickering bursts of light. It might have been pretty if not for their bloodthirsty screams of frustration on the other side.

"You're a useful one, ain't ya," the captain said. "I got bad news, though." He nodded his head; the Nevermore originally targeting them had veered off after being blocked, and was now swooping towards the cockpit head-on. "Can ya deal with that one too?"

Jaune didn't answer him, sweating profusely. It was taking all his concentration just to block the smaller fiends, Ruby realized.

"Ren!" She grabbed onto Ren's sleeve and tugged it. "Jaune's locked down."

"Got it," Ren said, closing his eyes. His body faded, and moments later, the entire ship shivered alongside him, turning translucent.

The Nevermore cawed in confusion as it sailed right through them. Then Ren staggered, and everything solidified once more.

Nora let out a whoop as an explosion sounded behind them. Her voice crackled in over the scroll on Ruby's belt. "Got him right in the ass!"

"Ruby -" Ren said. His eyes rolled back and he slumped over; Ruby caught him with a grunt. "Ren's out," she yelled, receiving a distracted hum from Jaune in reply. "I'm going to Nora," she added, dragging Ren back to the passenger cabin and buckling him into the first chair she could reach.

"Hurry up or you're gonna miss the party, Ruby!" Nora's voice was punctuated by the thunder of Magnhild as she fired a few more rounds at their enemies.

In a swirl of petals, Ruby joined Nora at the tail end of the ship; she skidded to a stop and looked out over the dark city. Between the circling Griffons, she could see the spread of Huntsmen coming out; they were close enough to the ground that the explosions from their weapons and Semblances were clearly visible. Grimm began to drop like stones around the ship.

"I think that's our cue," Ruby said to Nora with a tight smile.

"There's one Nevermore left," Nora replied, matching her grin. "Let's see who can get it first!"

Jaune's voice crackled in over the scroll. "Just go already!" he yelled at them. Much more faintly, Ruby heard the captain yelling.

"- they - doin'? - girls - killed out there!"

"You've never really met Ruby or Nora, have you," Jaune answered him.

"We'll be doing the killing around here!" Nora yelled, kneeling and taking aim. "Ruby!"

Ruby leapt off of the ship; Magnhild thundered behind her, splattering a Griffon that swooped down to meet her. Drawing her scythe out, she unfolded it into rifle form and fired. It was kind of like playing an entry-level shooting game, Ruby thought to herself; there were so many Griffons it was really more a matter of clearing a path to the ground than aiming. Activating her Semblance, Ruby silently asked Crescent Rose not to jam.

Throwing herself into a spin as she fell, she mowed down the Griffons circling her. _C'mon, c'mon. I'm making enough noise here, you've got to see this..._ She smiled as her target finally took notice and changed course. The Nevermore opened its massive mouth, aiming to swallow her whole.

"Here we go!" Ruby let Crescent Rose extend, transforming into her full length scythe. She whirled, knocking the Nevermore's beak away; her next rotation saw the business end of the scythe sinking a good way into the bird's fat neck and stopping her fall. Swinging her legs back and forth, she used the momentum to throw herself up onto the Nevermore's back, dragging the scythe through its flesh as she moved.

"This feels way too familiar to the last time I was here," she groused as she kneeled and put pressure on the wound, tearing it open a little further and forcing the bird closer to the ground. She pulled her weapon out with a wet tear, refolding it back into the rifle; then she stuck the barrel directly into the wound she'd just made, aiming her gun towards the top of its head from the inside of its own body. "Sweet dreams," she said, and began to fire continuously.

The Nevermore dropped like a stone, shrieking; just before they hit the ground, Ruby leapt off, planting one last solid kick into the bird's mangled head for an extra brutal landing. The Grimm's body exploded into smoke as it impacted; Ruby landed a few meters away from the crater she'd made. "Nora?"

" _Hiiee-yah!_ " The remains of a Griffon landed on top where the Nevermore would have been, had its body not dissolved. Nora stood up, coughing and waving the smoke away from her face. She slung her hammer over one shoulder and pouted. "Damn it! You're always faster than me!"

"Look on the bright side - we both beat Ren and Jaune," Ruby said soothingly. "And you still have your wine and peanuts!"

"Ah, hah hah! You're right!" Shielding her eyes from the sudden blast of wind, Nora looked up. "And a special delivery too! We really should travel first class more often."

The transport lowered itself onto the square beside them, dented and badly battered. Moments later, Jaune raced out of the open hatch and doubled over, retching.

"Eww," Ruby said, gagging and deactivating her scroll. "Jaune, turn your scroll off before you toss your cookies next time!"

Wiping his mouth, Jaune stumbled towards them. "Sorry," he muttered. "Uh, I mean, good job, team… oh, screw it. _I hate flying._ Nora, go get Ren. And hand me one of those drinks while you're at it, too."

Nora whipped her hand to her forehead in a salute. "Anything to help our glorious leader foster the proper respect for alcohol!" she chirped, before scampering off towards the ship.

"Ugh," Jaune groaned, bending over and leaning on his knees.

Ruby tiptoed over and patted him on the back, making sure his armor was clean first. "There there. We don't even know how long we'll stay here, so you don't have to worry about the trip back just yet. Probably."

"Ugh," Jaune repeated miserably.

Their conversation trailed off as a familiar pair of heels came into sight. Ruby lifted her eyes to meet a very familiar and still very intimidating stare.

"You always did know how to make an entrance, Ms. Rose."

Ruby only realized she'd snapped to attention after Jaune joined her. She tried to relax her posture into something less incriminating than _caught crash-landing a public transport into the middle of your city._ "Hello ma'am. Nice to see you again?"

Glynda's face was impassive. Then, she raised her crop in a swift motion, stern as ever, and Ruby and Jaune cringed. The sound of screeching metal filled the air; the damaged hull of the transport was forcibly bent back into shape.

"Captain Graupe," Glynda said as their pilot exited the ship, Nora and Ren trailing behind him. "I trust everything is in order?"

"Fine as ever, Glynda," Graupe told her. "Ready to take on the next load whenever you are." He paused and looked over Ruby and Jaune. "You got yourself some professional help this time. These kids are good."

Glynda's mouth thinned, but she gave the captain a curt nod. "I'll send the next wave over immediately. Thank you for making the run, Captain." Her face was at odds with her words; she turned on her heel and stalked away from the ship.

Ruby exchanged a worried look with Jaune. Skipping after Glynda, she struggled to start a conversation with the intimidating woman. "So… how's it been going?"

Without turning or slowing, Glynda huffed. "I believe you have eyes, Ms. Rose. You'd do well to use them."

"Harsh," Jaune muttered under his breath.

Glynda stopped and whirled to face them. "The world is harsh, Mr. Arc. We do our best to survive." She turned to Ruby. "I suppose you're here because of that thing?" Whipping her riding crop out, she pointed towards Beacon's tower. When Ruby nodded, Glynda's expression turned fierce. "It's about time. Good that you brought him along," she added, her eyes flicking over Jaune.

 _Huh?_ Ruby checked behind her back to make sure Glynda wasn't talking to anyone else. "What? Who, me? And why's it good that Jaune came?"

For a brief moment, Glynda looked honestly confused. "Qrow didn't tell you?"

Averting her eyes, Ruby frowned. "I… don't see Uncle Qrow too much these days. He spends all his time looking for Ozpin."

A look of realization passed over Glynda's face. "That bastard," she snarled under her breath, rubbing her temples. Recovering her composure, she addressed Ruby. "How much do you know of what happened after the Battle of Beacon?"

Ruby hesitated. "I know the dragon… stopped." The words stuck in her throat. Qrow told her _she'd_ stopped it, but Ruby was hesitant to admit it aloud. There'd been no repeat performances in the three years since, and she still had no idea _how_ she'd even tapped into the power of the silver-eyed warriors in the first place.

"I see." Glynda resumed walking, beckoning them to follow her. "We should discuss this in the safety of the Huntsmen's Headquarters." She kept her eyes forward and her head held high. "Look around you, Ms. Rose. The dragon utterly destroyed Beacon Academy. Its body has acted as a continuous lure since then. As a result, the Grimm have besieged what's left of the city for the past three years."

They passed through a set of heavy gates manned by scores of armed guards; Ruby recognized more than a few of Junior's henchmen mixed between the expected law enforcement uniforms and the unique dress of their fellow Huntsmen. Likewise, there were just as many Faunus among the city's militia as humans. It looked like the remaining citizens of Vale didn't have much use for previous social stratifications; everyone worked together in an attempt to survive.

"This place sure has changed," Nora mumbled under her breath, eyeing the rolls of barbed wire. She sounded subdued.

"The Grimm are everywhere," Ren agreed; he still looked haggard, but it seemed less physical exhaustion and more a reaction to the noxious atmosphere blanketing the remains of the city. "I don't think I saw this many around even when we were in the Emerald Forest."

"Yes," Glynda said. "We have Huntsmen on rotation twenty four hours a day to hold the perimeter." Her shoulders bowed and her pace slowed. "It's getting… more difficult, as more and more people choose leave. We've been collapsing the perimeter block by block for months now." Her mouth twisted into a wry smile. "At this rate, Vale City will be nothing more than a memory by the end of the year."

Ruby observed the inhabitants of the makeshift settlement Glynda presided over. The civilians looked drained and hopeless; very little joy could be seen on any of the faces they passed. Even as she watched, a large contingent rushed past her, each hauling as many bags and suitcases as they could carry. _Evacuees_ , Ruby noted; they were running in the direction of Captain Graupe's transport ship.

"I don't get it." Jaune looked upset. "Why are you trying so hard to hold onto a lost cause?"

"The Councilmen decided on their own that Vale City collapsed with the academy." Glynda directed them through the crowd and towards a squat building with the symbol of Beacon Academy mounted above the door. "They abandoned us, so we abandoned them." The look of fury splashed across her face told Ruby more than enough about Glynda's thoughts on the Council. "I took charge of what was left to protect the survivors, as well as wait for Ozpin's return. We still manage to conduct business in a civilized manner within these walls." No one made any comments as an explosion loud enough to be heard from their vantage point rocked one of the city walls.

Ruby stopped at the door to look back at the Academy's ruined tower. "This is all my fault," she said. "If I just could have … if it was just anywhere but _there_ , then maybe the city -"

Glynda's harsh expression softened somewhat at the note of guilt in Ruby's voice. "That's not your concern, Ms. Rose. You did your best; no doubt the city would have been even worse off without your intervention."

 _That doesn't help much,_ Ruby thought.

Glynda led them into a small but comfortable room, and offered them water. She made no comment as Nora took a small, obviously alcoholic flask from her bag and doused the entire team's glasses with them. Ren slumped onto a couch, while Jaune seated himself at the table with a nervous twitch. Ruby slid into the seat next to him, but couldn't bring herself to reach for the snacks Glynda laid across the table. Her stomach was twisting into too many knots; it felt like Glynda was about to interrogate them.

Glynda crossed her arms. "After you scaled the tower, Ms. Rose… what did you see?"

"I told you -"

"No!" Glynda's voice cracked like a whip across Ruby's answer. "I meant _what exactly_ did you _see_?"

Ruby felt the eyes of her teammates on her; her stomach dropped. "It's fuzzy…" she hedged, unwilling to share her panicked memories of Pyrrha's last moments with Team JNPR. Glynda waited expectantly, and Ruby forced herself to think. "I was already pretty stressed out when I got to the tower." She swallowed. "I just felt like I needed to do _something_. Weiss wouldn't let me go alone." She took a deep breath and closed her eyes. "She helped me scale the tower with her runes. But I w-wasn't fast enough." Stopping, Ruby noticed her hands trembling against the tabletop.

Jaune's hand covered her own, steadying her.

"When I got to the top, everything in Ozpin's office was already wrecked. Pyrrha… she… she was… she didn't have any aura left. She was already bleeding, and then Cinder - with her bow, she -" Ruby trailed off and touched her chest, where the arrow had pierced her friend. "She was still dying, and Cinder just… _incinerated_ her. Touched her, and turned her into dust, just like a Grimm."

The room was deathly silent; Jaune's grip was painful now. Ruby tore herself away from the memory and tried to recall what happened next.

"I couldn't believe it. I just _screamed_. My ears wouldn't stop ringing." She winced, rubbing her temple with her free hand. "I remember Cinder turning on me. I think I surprised her. But everything turned white… and then I woke up in Patch." Ruby looked up. "That's really all I remember."

Glynda broke the silence. "Your uncle brought you down from that tower. You and your sister were evacuated to Patch immediately for medical treatment. Whatever you did up there stopped the dragon's rampage and completely obliterated the lesser Grimm invading the city." She tapped her riding crop against her hip. "It was the dragon, you see. That creature had the capacity to create new Grimm."

That sparked a reaction in the group. "What?" Jaune spoke up first. "How's that even possible? I thought the Grimm -"

"The theory that Grimm are corrupted wildlife was discarded long ago, Mr. Arc." Glynda crossed her arms and paced. "Before, we'd only speculated on their origins. Now, we know. They do not reproduce. They are _made_. Nightmares given form in the physical world."

An uncomfortable pause followed Glynda's declaration. If the Grimm didn't follow the typical birth and gestation cycle of other living creatures, then there was no known limit as to how many might appear in the world.

Glynda, oblivious to the discomfort registering on everyone but Nora's face, pressed on. "After you left, we tried to deal with the remains of the dragon. It's frozen, but not dead; as long as the body remains here, we can't truly reclaim Beacon." She levelled a significant look towards Ruby. "We've been hindered in our efforts by the barrier you left, Ms. Rose."

Ruby blinked. "Barrier? What barrier?"

"Isn't that was why you came here with your team? Mr. Arc is your resident expert on barriers, after all. Once you lower your own around the tower, we'll be able to reach that damned dragon and end its existence once and for all."

Ruby sat back, speechless. _I made a barrier?_

"What the heck is Glynda talking about?" Nora whispered to Jaune. "I thought we didn't have a plan other than to come here and smash up some Grimm!"

Jaune shushed her, but not before Glynda overheard the question.

"You mean you _didn't_ come to lower the barrier?" Her tone was glacial.

Jaune leapt to her defense. "Listen, Miss-uh... _missus_ Goodwitch, we didn't know any of that. We just came here looking for some answers." He shot a careful glance at Ruby. "I don't think Ruby even knew this barrier existed before now, so I'm not sure how we can help you."

Glynda clutched her crop so tightly for a moment Ruby feared it would snap. "I have been holding this city for three years, Mr. Arc! _Three years!_ We _cannot_ leave, not until Ozpin returns! He has a plan, and that dragon is interfering with it!" Her voice rose steadily; it was beginning to border on hysteria. "This stalemate has gone on for long enough! Lives are hanging in the balance!"

Jaune's face went white, then red. "Plan? Ozpin has _a plan_?" He stood up so quickly that his chair over with a noisy clatter. "He had _a plan_ for Pyrrha too, and look where it got her!"

Glynda recoiled as if slapped, then began to reply in a cutting tone. Nora leapt out of her seat and joined the argument, her cheeks twin spots of anger. Ren leapt off of the couch to hold her back. Ruby sat there, watching them, but buzzing of her headache growing louder. _It's too noisy. I can't think!_ She put her hands over her ears and stood up.

" _Stop!_ Stop arguing!" Her shriek brought the room to silence. Lowering her hands and clearing her throat, she worried the edge of her worn stockings. "Jaune, it's okay. This… this is what I came here to do, I think. I need to go back there and see it again." She faced Glynda. "If I can figure out how to get rid of this barrier you say I put up, then I'll do it."

Glynda's fierce expression eased slightly; Ruby wondered just how much pressure the witch had placed herself under. Strange, she'd always seen Glynda as a professional; it never even occurred to her that the woman could lose her composure. The falsity of the illusion was only too apparent now: Glynda's face was flushed, and her hair was coming loose of from its perfect coif after her shouting match with Jaune. _How fragile she is. Glynda's hanging on by the edge of her fingernails, just like the rest of us._

Jaune looked at Ruby. "So we're going to the tower, then."

"Not all of you," Glynda interrupted, pushing up her glasses up and adjusting her hair. "As you may have noticed, the city is overrun with Grimm. It's all we can do to keep our settlement safe at the moment." A weary look of resignation passed over her face. "Doubtless that our argument just now did nothing to improve that situation."

"Sorry," Jaune said sheepishly. His gaze sharpened and he elbowed Nora.

"Yeah, what he said," Nora agreed, though she lacked the same sincerity.

A muscle in Glynda's cheek jumped, before she spoke again. "My point is that it's too risky to send such a large, _emotional_ team out." She met Nora's glare. "You'll be cut down."

Nora pulled out Magnhild and hefted it over her shoulder. "Not if we're the ones holding the lawnmower."

"Such bravado." Glynda crossed her arms. "This is exactly why I can't allow all of you to go. That sort of bloodlust is going to whip the Grimm into a frenzy. It will be terrible for both you and my city." She sighed. "The tower is the point of highest concentration of Grimm. They gather there, seeking to rejoin with the dragon. At least that's what I've theorized. We could perhaps break through with a strong team of Huntsmen, but at the moment we need every last Huntsman we can find to defend the city and guard the transport."

"You've got civilians working the gates," Ren noted. "Aren't you worried they'll be hurt?"

Glynda looked uncomfortable. "I've been... waking auras in the more dedicated civilians willing to act as a militia."

Surprised silence settled around the room. Everyone knew waking auras in untrained adults could be dangerous; their Semblances tended to manifest suddenly and uncontrollably, as they lacked the training and flexibility of childhood. Even the appearance of Jaune's own Semblance had been an unexpected and uncomfortable surprise in Haven; there'd been more accidents than Ruby cared to remember when his barriers started popping up everywhere around him. It had taken him months to learn how to bring it under conscious control.

"You can see the desperate situation I'm in right now. I am sorry, but we can't spare the manpower to guide you there. In fact, we could use your help defending the city instead." Hesitating, Glynda looked at Ruby. "What you'll need, Ms. Rose, is stealth, not a show of force. Perhaps if Qrow were here..."

Ruby's head shot up. "I'm not waiting for my uncle to show up and hold my hand."

Glynda's brows furrowed. "I'm afraid you have no choice. I cannot accompany you personally, and your team simply isn't skilled enough to risk -"

"I'll go with her," Jaune declared. He'd come to see the tower too; Ruby knew there was no way he'd let himself be left behind. "Ren and Nora will stay here and help guard the city, while Ruby and I sneak in and see what we can do about that barrier. You said it, right? I'm the resident expert."

"That isn't your call, Mr. Arc," Glynda snapped. She gestured to Ruby. "You are the leader of Team RNJR, aren't you? This is your decision, Ms. Rose."

Ruby smiled faintly. "Team RNJR follows its captain." She nodded at Jaune, ignoring Glynda's obvious surprise. "We'll go right now."

Glynda was even more surprised at that declaration. "Are you certain? You've just arrived, and the landing of the transport has already stirred the Grimm up more than usual. It will be especially difficult -"

"If they're busy attacking the transport, they'll be less busy looking for us," Jaune reasoned. He looked at Ren and Nora. "Can you guys help them out? We need you to make the distraction over here big."

"I get to make things go boom?" Nora asked, her eyes lighting up. Ren groaned.

"Yes, you get to go _boom_ , Nora. Don't hold back."

Nora's fierce yell made everyone wince.

"Well… if we're going to do this, let's do it," Ruby told them. _Before I change my mind._

As they filed out of the conference room to prepare for battle, Glynda held back. Ruby hesitated, waiting for the woman to catch up.

"You've changed," Glynda told her. "All of you. You've grown quite a bit. I suppose I was too used to thinking of you as students of the academy." She smiled faintly. "Ozpin would be proud of the fine young Huntsmen you've turned out to be."

Ruby scrunched her brows together and stared hard at the floor. "Ozpin can tell me that himself when he gets back. But for now…" She stared at Jaune's back. "We're not doing this for him. This time, it's for _us_."

* * *

Notes:

 _A "Charlie Foxtrot" is a clusterfuck in aviator slang._

 _When Jaune says "Turn your scrolls on" he's telling Team RNJR to fight with their cell phones in conference call mode, so the team can still communicate even if they get separated. I couldn't find a way to insert that explanation into the chapter without it seeming contrived, but I wasn't sure it would be immediately obvious to the reader either._

 _Graupe is actually a slang term for a color (Grey + Taupe)._


	5. 04: Unravel

**4: Unravel**

Roman looked up from his crumpled bag as a flash lit the sky. "They're sending off another transport," he observed. "Like rats jumping off a sinking ship." He popped a chip into his mouth and chewed; a little soggy and crumbled, but the scavenged snack had still weathered its three-year abandonment better than the city itself. "Sure you don't want one?" he asked, holding the bag out.

Neo rolled her eyes and continued swinging her leg back and forth against the windowsill. Her smirk was gone; it vanished several days ago, only to be replaced by an undercurrent of poorly-concealed impatience.

At him, no doubt. _Two weeks in this godforsaken city and nothing to show for it._ Roman didn't know what she was expecting of him; he was a man who thrived on the exchange - or theft - of information. In the ruins of Vale, there wasn't anything _left_ to steal. Infiltrating the fortress that passed for a city was simple enough with Neo's assistance - though the town wasn't much better on the inside, in Roman's personal opinion. The residents of what remained of Vale were about as helpful as the Grimm that roamed the streets beyond their encampment.

Glynda Goodwitch was running a tight operation. More civic-minded individuals might call her a despot; the sad reality was that the poor sobs who chose to remain in Vale got exactly the style of government they both wanted and needed. It wasn't that trio of spineless saps calling themselves a Council that kept Vale afloat with supplies and dust, and it sure as hell wasn't the Council approving Goodwitch's mass induction of newly-awakened and untrained Huntsmen. Even the dregs of Xiong's network had been decimated - taken apart and absorbed into Goodwitch's new army. Some were lured away by their new leader's promise to unlock their auras; others driven by a sudden and newfound sense of Grimm-inspired patriotism.

Roman was _almost_ impressed. He let out a low whistle as an explosion sounded; the transport was out of danger, but the fight on the ground was still raging. From the looks of things, Goodwitch herself was getting her hands dirty this time; _unusual_.

"Hey," he said, tilting his head towards the light show. "Penny for your thoughts."

Neo didn't even bother to look up from her nails, which were shifting color under her inspection. The contempt she hung in the air between them was almost tangible. She didn't _care_ what the citizens of Vale were up to; instead Neo was focused wholly on their one goal: _retrieve the package from Beacon_.

Roman suppressed the tic of annoyance he felt. _Well, I'm not the one who thinks waiting here for nothing to happen is a grand idea._ No small part of his own frustration was being left in the dark; Neo wouldn't even tell him _what_ they were after, simply that it was his job to figure out _how_ to bring down that magic barrier surrounding the tower. She seemed all-too-willing to gloss over the fact that Goodwitch spent the last three years doing exactly that - _with_ Roman's contacts on her side. Hell, if _Fall herself_ couldn't do it despite all that power she commanded, why'd she think _he_ could?

Not only that, there was the uncomfortable matter of the drop-off. Of all the information Neo was willing to share, it was the one thing Roman wished he _didn't_ know. Fall's contacts weren't in Vale. They weren't in Mistral, Vacuo or Atlas either; they weren't even in the Menagerie. No, their drop-off was all the way over in _Exsul_. Otherwise known as _the fucking Grimm Continent_. If there was one surefire sign he'd bitten off a bite larger than he could chew, this was it.

Not that he was going to let Neo know that, of course. She hadn't even batted an eye when she revealed that little tidbit; another test, Roman's instincts told him, so he'd kept his outward reaction studiedly casual. He'd learned to trust his gut feelings; they kept him one step ahead of the White Fang for three years.

Roman turned his attention back to the battle; those same instincts were telling him now that opportunity was knocking; the Huntsmen were going all out this time. There was always some measure of dumb enthusiasm among the newbies, but this was strange even for Goodwitch's makeshift army of accidents waiting to happen. He tossed aside his snack, reaching for his cane instead. "Something's different this time."

Neo looked up from her manicure; seeing him prepare to leave their safe house, she leapt down from the windowsill and picked up her parasol. Then she faced him and leaned on it, her expression unamused.

"That's right, we're stepping out," Roman told her. "Goodwitch must be up to something. My money's on the tower - I bet they're gonna to try to break it open again. They've got an ace up their sleeve this time." He flipped his hat onto his head and gave it a tap. "What do you say we crash the party?"

Neo's smirk finally made a return; she twirled her parasol around in answer.

" _Carefully,_ of course. Wouldn't want to ruin the surprise."

They moved out onto the streets with purpose, heading for the academy. Neo took point, as she always did; it gave Roman the chance to study his tiny companion. She was still as deceptively cute as ever; to anyone who didn't know her, she had the appearance of a sweet child. It was hard to believe she was only a year younger than him. Still, not even her wide eyes or rounded cheeks could hide the increasingly vicious streak lurking below the sugary-sweet surface. Something _changed_ in the last three years; Neo's temper was shorter, her cynical amusement at the world now included him, and most unsettlingly, she wasn't fazed at all by the Grimm surrounding them.

They darted around one of the beasts even as he thought about how strange it was - a griffon, of course, charging its way over towards the ongoing Huntsman battle in the distance. As usual, Neo showed absolutely no fear, completely ignoring any and all Grimm unless they actively obstructed her path.

 _Well, let's be fair_ , Roman thought as he ran, _they never got to me either until I became an appetizer._ Still, the level of unflappable calm she exuded in the face of danger was just plain _weird_. Even as he thought it, she whipped the rapier out her parasol and stabbed through a Beowulf that didn't remove itself quickly enough. No; besides their uncanny ability for sharing non-verbal communication, there was little left that he could recognize of his former his teammate and partner-in-crime.

They finally stopped on the roof of the building closest to the tower's ruins to inspect the entrance; thanks to the efforts of the Huntsmen on the other side of the city, there were less Grimm than usual milling around the base. Neo shifted as though to continue onwards, but Roman held her back.

"Ah ah ah, we're not in that much of a hurry." He met Neo's raised eyebrow with a smirk of his own. "Let's wait and see what Vale's illustrious leader is plotting first." He settled back into a relaxed stance, and Neo's look of barely-contained annoyance returned. Huffing, she turned away from him and crossed her arms.

Roman took the opportunity to shamelessly observe her. She was hiding something from him; what, though, he had yet to unearth. Underneath his curiosity was a niggling worry; those same instincts that had kept him alive all these years were warning him _not_ to dig deeper. But this time Roman ignored them; it was Neo. Hell, before the whole _collapse of civilization as humanity knew it_ started, he'd been pretty sure he and Neo were destined to be partners for life. No, he couldn't leave well enough alone; he owed it to his friend - and how often did Roman get to call anyone that? - to push. He grinned; _I always did love a challenge._

"It's funny, don't you think?"

Neo tilted her head in acknowledgement of his words, but didn't turn.

"Three years you've been working with Fall, but you've only taken down Beacon so far."

She twisted around to face him at that, eyebrows lifted. Roman smirked in response. "I thought you'd be going through one a year. I mean, you _know_ we could do it. You've got the most prestigious of the four academies under your belt already."

Though she said nothing, Neo's eyes glinted; they'd both shifted to a deep brown, a combination only used when she was contemplating an enticing challenge. Her hatred of Atlas Academy was still alive and well, at least.

"See, this is why you should've sought me out first," he told her with a shrug. "With yours truly in charge, Team REND could have made good on our name. Payback for whoever thought up of that moronic acronym system."

Neo closed one eye in a sarcastic wink; _a bit hard to get the old crew back together when we killed Ecru and Dandelion ourselves_ , she reminded him.

"Yeah, yeah, so we'd have to hire some new help. Look on the bright side, we're not in school so we could have more than two minions. What do you think about Team RAGNAROK? A little short on the help if you ask me, but hey, if you're going for cool names -"

Neo tossed her head, shoulders shaking in silent laughter. Roman felt a smile pulling at his own lips; in that moment, _she_ was back - the Neopolitan he remembered, the girl who was _more_ than just his partner in crime. The smile died out as he spotted movement from the corner of his eye; reading his face, Neo sobered and crouched by his side at the edge of the rooftop.

"Well well well," Roman mused as a blur of motion burst into the courtyard. Puffs of smoke exploded as the dark figure leapt from one Grimm to the next, decimating the creatures with clinical efficiency. The battle lasted only moments before the area was cleared; the blur slowed to a stop and came into focus, scythe whirling into place behind the small girl wielding it.

A familiar looking red cloak, a bit more tatty than he remembered, fluttered in the wind. She may have changed her outfit and she'd definitely grown older, for sure, but Roman would recognize that gothic Lolita anywhere. Not to mention the weapon that was still nearly twice her size.

"If it isn't the kid. I didn't think Little Red survived the Battle of Beacon."

A thrum of silent fury caught his attention; Neo's teeth ground together, and her eyes were a matching shade of pink. _That_ was the expression you never wanted to be on the receiving end of; it usually preceded a boot to the face. Unsurprisingly, she remembered their last fight with the girl all too well.

"Calm down," Roman ordered her, all traces of easy banter wiped from his expression. "She must be the surprise Goodwitch's banking on. Let her do her thing and we might just find the answer we've been looking for."

Neo quivered, then exhaled with effort and gave Roman a slow nod. She was still filled with anger, but her grip on the parasol loosened and her posture relaxed. Her cold smile of acquiescence did little to reassure him that she'd actually _listen_ to his order if things came to a fight.

"Oww! Hey, wait up!" A muscular blonde boy stumbled into the courtyard, harassed into a retreat by a raging Beringel. He took a few hits on his shield, and then, in an almost clumsy imitation of his partner's precision, hacked off an arm of the murderous gorilla. Taking advantage of the Grimm's stagger, the boy leapt onto its chest and lopped the creature's head off.

"What an amateur. So sloppy," Roman chided under his breath, Neo nodding in agreement. He raised an eyebrow as he watched the girl drop her battle pose and assume a more innocuous stance.

"Sorry, Jaune! I just wanted to scout a little before you got here," the girl chirped at him. "Didn't mean to leave you with the worst of them!"

Roman clucked his tongue. "So she's turned into a little liar, has she? Interesting…"

To his credit, the boy gave Red a skeptical look, but shrugged it off quickly. Instead, he stared up at the ruins of the tower, a pained look on his face. "How are we even supposed to get up there? The elevator's smashed and you just _know_ with our luck that the stairs are going to be blocked, too."

"Weiss helped me scale the outside with her runes the last time," Red told her friend, which didn't seem to impress him very much. "Let's just go up as far as we can. We can think of a way around obstacles if we meet any."

"When," the boy replied with an air of resignation.

"Don't jinx it!" his partner scolded.

"Like this place needs any more jinxing," the boy muttered as the two disappeared into the tower.

"That's our cue," Roman told Neo; she nodded with a feral grin, then stood and leapt off of the edge of the building.

"Whoa! The ladder is that-a-way, thank you very much," he muttered, choosing to descend at a more sedate pace. Neo had an impatient glint in her eye when he finally caught up; he frowned at her. "I told you to calm down. We have to let them do whatever Goodwitch sent them here for. It's not like you to lose your head over someone like this."

Neo flapped her parasol open and closed with an expectant look.

"Well, yes, I suppose we _were_ just speaking of revenge, but _timing_ is everything. Now, let's see what those kids are up to." He motioned for Neo to enter the tower first, and only let his grimace surface behind her back.

 _Why'd it have to be_ _ **her**_ _?_ Neo was out for blood; one way or the other, this was going to get messy. He paused and looked up the lengthy stairwell they were climbing; Red was having an easy time of it. The boy had more difficulty; what he lacked in acrobatics, though, he made up through the use of what looked to be his Semblance to both aid in his climbing efforts as well as prevent himself from tumbling to his death when he slipped.

 _That boy must be Goodwitch's big secret_ , Roman thought as he observed another flash of light burst over their heads. Maybe it was his ability to create barriers that was the key to collapsing the mysterious one surrounding the top of the tower. If that was the case, then they really _didn't_ need Red in the picture.

The uncomfortable tight feeling rose in his stomach again; Roman growled to himself. _Really? A little late for a conscience, isn't it? Just because she saved your life_ _ **once**_ _doesn't mean you owe her the same favor._ Still, he decided to keep his observation to himself for the time being - if Neo arrived at that same conclusion, there was a good chance Red would meet an unfortunate accident prematurely.

"I think this is it," he heard Red say as they neared the top of the tower. "It feels a little funny up here. Is it the same for you too?"

Roman motioned Neo to a stop and held her back, watching the scene unfold before them. He frowned; neither he nor Neo could sense whatever it was the girl was talking about.

"Nope," the boy told her. "I can't feel a thin- _uh!_ "

Roman smirked as the boy made the exact same mistake he had the first time he'd visited the tower: walking face-first into the invisible barrier.

"Alright, I felt that," the boy mumbled, stepping back and holding his nose.

"So did I," Red said, and Roman's eyebrows rose. He watched, baffled, as she approached the edge of the invisible barrier.

"You should watch out, it kind of hurts if you hit it too hard -" Her companion trailed off as Red walked past the barrier unhindered. "Ruby! What are you doing?"

"We think of the key," the girl said, turning to face her companion. "Each in his prison." Her voice was a strange monotone, and her eyes - Roman twitched - they were _glowing_.

 _I've seen that glow before_ , Roman realized with a shudder. It was the same light that had vaporized the Grimm surrounding him in Vale three years earlier. He'd got it wrong; the boy was the _bodyguard_ , and Goodwitch's ace was _Red herself_.

"Ruby, answer me!" The boy sounded genuinely worried.

The girl tilted her head at her companion. "Thinking of the key, each confirms a prison."

"That's great, but can you come out of there now?" The boy reached out, his hand stopped by the barrier. He leaned against it, striking the invisible wall with his fists. "Ruby, come on. Snap out of it, you're scaring me!"

"Then be afraid," she said, and reached out towards the boy. A wave of pressure rushed out from where their hands met, and then, in a flail of limbs, the two fell into a graceless heap against each other on the steps.

Neo was standing; almost without thinking, Roman grabbed her and pulled her back down with a silent hiss.

"Not yet," he murmured, ignoring the look of fury Neo directed his way. He allowed her to shake him off, keeping his attention on the two kids before them.

"What the heck happened?" The boy pulled himself together first; he'd apparently overbalanced when the barrier he'd leaned against suddenly vanished. Red took longer to sit up, rubbing her head. Her eyes, when they opened, were free of the strange glow.

"I was about to ask you that," Red told him. "I felt you run into the barrier… and then it was like I blacked out for a moment there."

"You started blabbering about keys and prisons, and then you just sort of…" The boy made a whooshing sound as he waved his arms. "Poof! And the barrier disappeared. I think." He helped Red to her feet. "But you go first. If there's another ninja barrier hiding in here, your nose can be the one to find it this time."

They climbed the stairs and disappeared from sight, and Roman finally stood. "Remember, we're here for the package. Since you won't tell me what exactly that looks like, it's up to you to deliver." He ignored Neo's mutinous look and infused a note of authority into his voice. "We'll fight them if we have to, but this is supposed to be an in-and-out operation. We're not here for revenge."

Roman strode forward, taking the steps two at a time. Exiting the stairwell, he banked his urge to blow Neo's illusory cover by whistling. It _was_ pretty impressive, though - the observatory was completely destroyed, nothing but huge piles of clockwork rubble around a small clearing with a prominent black scorch mark in the center. The Grimm dragon was twisted around the ruins, even more imposing up close than it was from a distance.

"Nothing's changed. Nothing at all." Red's voice was barely a whisper. "Everything's still stopped here, just like I remember it."

That wasn't _exactly_ true, Roman noted as the wind whipped around him. With the destruction of the barrier, the surrounding Grimm were taking more notice of the tower than usual. He had no idea what was happening on the ground below them, but the skies above were slowly filling with circling Grimm. It wasn't a _comfortable_ feeling, considering past experience. Returning his attention to the pair before him, Roman saw the boy walk towards the smudge of black smeared across the floor. Red seemed to be frozen in place; obviously, _something_ had happened to her up here.

Her friend kneeled and picked a small object off of the ground, his face twisted in pain. It was a brass circlet of some sort, and Roman felt a twinge of concern; _maybe that's the package I'm supposed to deliver_? Then the boy looked up, his gaze burning, and focused on something on the far end of the rubble.

"Is that her?" he asked Red.

Roman followed his gaze and froze in shock. _No! What - ?_

Fall was trapped against the rubble, arms outspread. Her face was frozen in a rictus of surprise and her bow was still in her hand - and she looked _exactly_ the same as she had three years ago, right down to her clothing. Her body was still and lifeless, just as frozen as the Grimm dragon.

"Fuck me," Roman breathed as Neo moved to his side and spotted their goal.

 _Fall isn't the one pulling the strings_ , was the only thing Roman could think, followed swiftly by _Three years! How could I miss this?_ Neo's eyes glinted; so _this_ was what she'd meant when she deflected all of his questions about _the package_ with that mysterious smile.

"Yeah… that's her. It's really Cinder. She looked like that right after she - right after Pyrrha -"

The boy was already up and moving, his sword out.

"Jaune!"

Neo leapt into motion, her face pulled into a dangerous scowl. With the sound of breaking glass, her illusion hiding them both shattered, and Roman cursed under his breath. Neo reached the boy before he could get to Fall, her rapier out and stabbing. She scored him directly in the back, below his armor; on an ordinary person, it would have been a crippling blow.

Instead, the boy fell to the ground with a surprised grunt, knocked off balance. Neo sprung back with a wince, her arm swinging wide as her sword was deflected by his aura. Though he was still alive, she'd managed to stop him from reaching Fall. Her eyes flickered and then she leapt out of the way as a scythe slammed into the ground, cracking it.

"Stay away from him!" Red yelled, her face fierce. She twirled her weapon around, pointing the business end of the rifle towards Neo, and Roman cursed again. Red had already been a pain in his ass when she was just a kid; it was obvious from her stance that she hadn't spent the down time slacking off. Neo needed an assist, and he was the right man for the job.

"Little Red! Long time no see! Not so little anymore, are you?"

"Torchwick," she answered, her voice thick with dismay. "I can't believe you're still alive." Despite her acknowledgement, her eyes remained fixed on his partner.

 _Damn._ "The feeling is mutual," he assured her. _I have to distract her._ "You seem a little tense. I get it, saving the world's a big job, hero. Why don't you make things easier on yourself and just forget we were here?"

Red snorted but didn't move; her companion was groaning and rising to his feet.

 _Not good._ "Listen, you want a trip down memory lane. I get it. All _we_ want is Fall." He shrugged and twirled his staff around, letting it rest behind his shoulders in a loose threat. "Let's let bygones be bygones."

"That woman killed another human being in cold blood!" The boy behind Red was visibly angry now; he'd clasped the circlet he'd scavenged from the ruins around his neck. No backing down then; those two kids were out for blood too.

"Just one?" Roman replied. "Have you been paying attention at all, kid?" He grinned as the boy spluttered and kept an eye on Neo. She was weaving another illusion to sneak around their two opponents; he knew his role well - keep talking and keep them _busy_.

"Jaune, don't fall for it." Red's voice cut through his banter with the same sharpness as her scythe. "Torchwick's a smooth talker, but his partner's the real threat. She uses illusions."

The boy straightened and raised his shield, tightening his defense; he came into focus with a sudden ferocity that had Roman rethinking his initial evaluation of the kid as clumsy.

"Like Emerald?" Wonder Boy said, and there wasn't any uncertainty left in his tone; just like that, Roman found himself dismissed from the arena as a threat.

 _Great. They're a team_ , he realized, his mood turning foul. Although being kicked aside like that - it _was_ insulting, yes, but not necessarily a disadvantage. He meant what he'd said to Neo - his job here wasn't to pick a fight. Whistling, he casually edged his way around the platform towards Fall's body.

Watching him, the image of Neo sheathed her rapier into the parasol. Then she delicately twirled it up to her shoulder with a smirk.

"No, I don't think she gets in your head," Red told her friend. "Don't fight with your eyes, though." Whatever she said had some effect on the boy, because his own eyes lit blue.

The illusion shattered when a barrier formed right over the place where Neo looked to be standing. The real Neo surged forward, flipping her parasol open at the last minute as she rammed into the kids. Dust exploded from the channel on her weapon, creating a barrier of her own that sent the hapless boy careening over the edge of the tower. Red was faster than her, though, leaping out of the way before she could be hit by the trap.

The scythe that whirled down over Neo's head managed to split a few strands of pink hair. Dancing away from the close call, Neo scowled and felt her head, her expression turning ugly. Red seemed completely uninterested in the fate of her partner, which surprised Roman.

 _Huh, I thought she was soft._ Then he leapt backwards, barely avoiding a sword thrust under his nose as it became apparent why. The boy leapt back onto the observatory's platform, using his own barriers as makeshift stepping-stones to charge directly towards Roman.

"Stop Torchwick!" he heard Red yell.

Roman swore and continued to block the onslaught from the blonde with Melodic Cudgel. He wasn't even sure how he was going to get Fall down the tower when she was a _goddamn statue._ A more-than-small part of him was considering simply picking her frozen body up and tossing it over the side of the tower - mission accomplished. The larger part of him that wanted to live comfortably through the upcoming apocalypse, however, instructed him to rethink that plan. He dodged another sword thrust and grit his teeth; having a buffoon tailing his every move wasn't going to make the getaway any easier.

There was a sound of metal clashing, and Roman's attention was caught by the sight of Neo flying past. She caught herself before she could connect with any of the rubble, flipping gracefully into a guard. The moment of distraction nearly cost him; he leaned backwards to avoid a swing of the boy's shield. "You know, they say violence is never the answer," he teased, skipping out of the way of another attack. The kid was good, Roman would give him that, but _he_ was _better_. He risked another glance in Neo's direction, and frowned in dismay.

Red was fighting with her eyes closed, and Neo was having a hard time keeping up. His partner's illusions could fool eyes, but not ears. Another one of Red's attacks sent rubble flying towards him; Roman ducked out of the way - only to barely catch himself from running face-first into a blue barrier that sprung into existence before him.

"Whoa! Now that's not very sporting of you, is it?" Stepping backwards, he flipped his hat off and held it up in one hand like a shield. "Let's do this fair and square, like real men." He brandished his cane in an imitation of the boy's own style. "Come at me!"

"Don't make fun of me!" Growling, the kid charged towards him and Roman sidestepped, flipping his hat up and punching the boy directly in the face through the bowler, knocking him to the ground. "Did you actually think I was going to use a _hat_ as a shield?" He shook his head in disbelief and aimed Melodic Cudgel at the boy's face, firing. To his disappointment, another blue shield rose in time to block the shot.

The boy's eyes widened at something over Roman's head. "Holy crap!"

Cursing, Roman flinched and ducked - directly into a shield punch. He went flying backwards and rolled to a stop, cursing muzzily. _That kid's got the arm of an Ursa on him._

"Did _you_ actually think another Grimm was going to eat you?" He smirked as Roman looked up. "Ruby's told us all about you, Torchwick. You're an ungrateful bastard! She gave you a second chance, and look what you're doing with it! Helping _murderers_!"

Laughing dryly, Roman scissored his legs, sweeping the kid's feet out from under him - really, who told him a fight was the place to get chatty? He leapt onto the boy before he could stand, punctuating each word with a whack across the face from his cane. "All this idealism is making my head hurt." Another solid hit, but still no blood - _what the hell is he made out of?_ "Why don't you just _shut up_ and _get out of my way_?" Standing up, Roman resorted to smashing his boot against the boy's face; his arms were getting tired. There was a network of cracks forming underneath Wonder Boy's head, but still no sign of a weakening aura. _He and Red both - they're breeding monsters in those academies!_

A hand reached up and grabbed ahold of Roman's ankle, twisting it - the strong grip sent Roman back to the ground, giving him a prime view of the sky overhead.

This time, when Roman froze, it wasn't from any trickery. The boy might have made a feint, but he wasn't lying - Grimm were circling _everywhere_ in the sky overhead. Many of them had already landed on the body of the frozen dragon, turning the surface of its skin into a writhing mass of black and white, littered with dozens of glowing eyes.

Three years - _three fucking years_ , he'd been trying to avoid reliving this moment. And now, here they all were, prying the lid off his carefully sealed jar. Not many people realized the Grimm could talk. And talk they did, constantly. They whispered to each other, to anyone who would listen to them.

Grimm didn't need to eat to survive; when the griffon swallowed Roman, it hadn't been looking for a meal - it had been trying to absorb him, to make Roman a part of its own body. He'd heard it, then - the slithering, chittering language they spoke. He could hear it _now_.

 _At last, at last, at last. We have her, we found her, come, come come!_

He scrabbled backwards, panic flooding his body. _I need an out! Now!_ "Neo!"

Wonder Boy also stopped pressing the attack, dumbfounded by the sight of the dragon. His scroll was out, he was calling someone - and Roman caught a glimpse of Goodwitch's profile splayed across the screen.

" - dropped the barrier, but Cinder and the dragon are still here - and so is Torchwick!" The kid cut off as he dodged the shot Roman fired at him. "They're trying to take Cinder!"

 _Shit._ Ignoring the madness clawing at him, he rushed the kid, smashing the scroll out of his hands. "Neo!" he called again, this time with more urgency. If Goodwitch was on the way over with her mad army, it was high time to cut their losses and run, Fall be damned. He spotted his partner; she was still battling it out with Red, and it looked like she was losing.

The scythe rammed Neo clean across the floor - and landed her next to Fall's body. Neo came to her feet slowly with a smile, wiping at her mouth.

The whispers in Roman's head grew louder; he fell to one knee.

 _Now, now, now, NOW!_

Neo wrapped her arm around Fall's waist, holding her opened parasol above their heads like a white flag of surrender. Her eyes flicked over towards Roman, one brown, one pink, both completely unreadable.

Roman's stomach dropped. "Wait," he croaked, but her impassive expression was already an answer.

 _You've served your use._

"We're partners!" His shout echoed over the tower, louder than the whispers in his mind.

Her expression didn't change as the largest nevermore he'd ever seen swooped over the tower towards them. Its massive claws wrapped around both of the girls.

"Neo!" He hated himself for the desperation in his voice, even as the whispers in his head turned to titters of laughter.

She winked at him as the Grimm lifted its prize away; when her eyes opened, they were a sea of black, with twin red irises peering back at him.

His vision was blocked by a blur of motion; Red leapt into the air, scythe ready to cut the nevermore down. That was the moment that Roman knew it was over - the moment when the other Grimm rose in a flurry of motion, diving and throwing themselves blindly between Red and her target to block the attack. Grimm didn't work together for _anything_.

They also didn't _talk_.

The voices grew silent as Red cut them out of the sky, nothing more than a flash of color as she mowed them down. It didn't matter; by the time she was done, it was already too late - the nevermore was gone, and Neo and Fall were nothing more than distant specks in the darkened sky.

"Ruby! We need to go!"

Roman barely heard the words of the boy over the roaring in his ears. _She left me. She used me as a distraction and left me here to die._

He was almost grateful when the boy's shield connected with his head, bringing the world into merciful darkness.

* * *

Notes

Exsul is Latin for "exile" or "outcast." I tried to stick with the naming theme of the other continents, which all have equivalents in Latin.

Ruby's words to Jaune when she's in a trance come from T.S. Eliot's "The Waste Land."


	6. 05: Hunter

**5: Hunter**

"Ruby, c'mon." Jaune sighed as his words fell on deaf ears. "Staring at him like that isn't going to change anything."

Ruby blinked and stepped away from the double-sided mirror. Meeting Torchwick again had been something of a shock; seeing him doing exactly the same things he'd been doing the last time they'd met had ignited a hot spark of anger within her. That spark had since cooled into a brittle lump of disappointment. Trapped on the other side of the mirror, he was still sullen and unrepentant as ever while Glynda questioned him, dashing any hope that he'd listened to her at all back then. It was like traveling into to the past, when she'd been powerless to alter Pyrrha's - or Beacon's - fate. "I can't believe he hasn't changed at all," she murmured with a twinge of disappointment. _I guess we've all been stuck._

"I can," Nora huffed, smashing her face against the mirror with an angry scowl. "That guy is scum. He's worse than scum. He's- he's- _sewer_ scum!"

Ren pulled Nora away before she could pound against the glass and crack it. "He may smell like it, but Torchwick isn't the one who killed Pyrrha." He frowned at Jaune. "Not that it excuses anything. He tried to kill you and Ruby, didn't he?"

"Like I'd let him," Jaune grumbled through gritted teeth. "What I want to know is why he was on that tower in the first place! And what'd that other girl do with Cinder? They were working together."

"Neo," Ruby said, chewing her thumbnail. She recalled the way he'd shouted his partner's name after being abandoned. It wasn't the same as before, when the two had been fighting her on the Atlesian airship. They'd been inseparable, seamlessly working together like the gears of a well-tuned clock, but now… "You know, I'm not so sure about that."

Jaune continued glaring through the glass, as if his hot gaze could burn answers out of Torchwick's head. "He must know something." He stepped back as Glynda broke off her interrogation and strode purposefully towards the door. It swung open and she swept in, the frown on her face fiercer than usual.

"Well," she said with a sniff, slamming the door behind her. "That was unproductive. I'm afraid Mr. Torchwick is being less than cooperative at the moment."

"Lemmie in there." Nora cracked her knuckles. "I'll make him talk."

"Nora!" Jaune said.

"While your enthusiasm is appreciated, that won't be necessary, Miss Valkyrie. Since Mr. Torchwick won't work with us, I'm left with no choice."

"Too bad," Nora crowed, her eyes flashing triumphantly. "I guess we'll just have to give him a taste of the hammer of justice right here-"

"He's to be extradited to Atlas."

"What?!"

Ren held Nora back as Jaune and Ruby rounded on Glynda, eyes wide.

"What do you mean _extradited_?" Jaune shouted. "I thought you were going to keep him here and squeeze him for information!"

"You're not executing him?" Nora screeched, louder than Jaune. "That man helped kill Pyrrha!"

"Nora!" Jaune commanded, silencing her protest.

Ruby sucked in her breath. _Nora hates Torchwick so much she wants to see him dead? Is that how everyone on the old team JNPR feels?_

A quick survey of her friends left her feeling uneasy. Only Nora was openly consumed with rage at Glynda's proclamation; Ren was as stoic as usual - at least, as much as he could be while struggling against Nora. It was Jaune whom she was having the most trouble reading. Though he'd silenced Nora, something about the tense set of his shoulders and the hard line of his mouth was at odds with his normal, gentle expression.

 _Am I really the only one who doesn't want to kill him?_

"I'm sure you all feel strongly about Mr. Torchwick. Of course I understand your concerns," Glynda replied, her eyes straying briefly to the circlet clasped around Jaune's neck. "As great as your personal grievances may be, however, that man has a criminal record which extends well beyond Vale's authority." Pulling a file folder out from under her arm where it had been securely tucked, she handed it Jaune. "See for yourself."

Flipping through the folder, Jaune's eyes widened. "He's wanted by the Schnee Dust Company… _and_ the White Fang? He pissed off _both_ of them? How did he even manage that?"

"Let me see that." Plucking the folder out of Jaune's hands, Ruby scanned through it quickly. _Roman Torchwick… aged 26… charged with assault, fraud, racketeering, extortion, property damage, grand larceny, arms trafficking…_ "Wow, this is a pretty long list," she mumbled. "I can sort of see why they want him so badly." Her finger lingered over the last charge, and she swallowed. Steeling herself, she looked up. "But that's still no reason to just send him away like that. Even if he is a murderer... if we send him to Atlas, we won't be any better."

"Oh, so they're going to kill him there?" Nora shook off Ren, brightening. "Well in that case…"

"Ruby's right," Jaune said, surprising her. "They don't want justice, they just want revenge."

 _I'm not the only one!_ She brightened, only to have her hopes dashed by Jaune's next words.

"If Atlas gets ahold of him, they'll execute him before we can get any kind of information out of him. We can't let them have him before we find out more about what happened to Cinder."

 _Well… no matter what his reason is, at least Jaune doesn't want to see Torchwick killed either._

"Can't?" Glynda's eyes thinned into slits. "You speak as though you have a choice in the matter, Mr. Arc. That decision is not yours to make. I've already contacted General Ironwood. He'll be arriving in two days' time."

"But-"

As the rest of the team argued with Glynda, Ruby brought her attention back to Torchwick's dossier. Glynda hadn't been entirely unsuccessful; though Torchwick was shut up tighter than a clam about whatever his purpose on the tower had been, she had managed to glean some information about his whereabouts and activities beforehand.

 _Looks like he was a drifter…_ From what she could gather, Torchwick had spent the bulk of the past three years bouncing from continent to continent in an attempt to evade both the authorities and the White Fang. Her brow furrowed. The world had been going crazy ever since Vale was destroyed and the dust shortages started. That couldn't have been easy… or comfortable.

Looking up from the file, Ruby studied Torchwick through the mirror. He was slouched as far back in his chair as he could manage despite being chained to the table by his hands. His head lolled back and his visible eye sported a half-lidded look of utter boredom. After glancing back at her teammates, who were still arguing, she quietly slipped into the interrogation room, leaning against the shut door both to hide his file behind her back and prevent anyone outside from spotting her and yanking her out of the room.

"Ugggh," he groaned as he heard her enter. "Haven't you had enough ye-" His eye rolled down and locked on her. "Oh look, it's Red. Come to gloat at your victory?"

"Nobody won up there, but…" She clenched her teeth, thinking of the things she'd read between the lines in Glynda's analytical summary of Torchwick's life after Vale. "I do think you lost."

He tilted his head towards her and sneered, his expression cold. "So what? Are you here to say ' _I told you so'_? Aww, I didn't think you had it in you."

She forced herself not to respond to his jibes. "You couldn't manage to find a place to call home for three years," she said instead. "So when your partner showed up, you must have been relieved."

The mocking look on Torchwick's face froze for a split second, before igniting into burning anger. "Don't talk about her like you know anything," he growled.

"But I do know something," she replied, meeting his glare. "I fought both of you twice. I saw how it was three years ago, when you thought I killed her. You _cared_. You, the world's greatest professional narcissist."

He lunged against the table but was stopped short by his rattling chains. "Shut up," he warned her softly.

"You cared… but she _didn't._ Not this time. I saw it, too." She lowered her voice. "I saw her eyes."

Torchwick sank back into his chair, his expression smoothing back into studied boredom. "You must not have said anything to the others or that witch would still be grilling me. Why?"

"Because I want answers too," she blurted out, before stopping herself. _Damn it! I'm supposed to be in charge!_ "Stop doing that! I'm asking the questions here!" she hissed, to which he smirked. "I want to know how Cinder called that dragon to Beacon, and why she did it!"

"And you're telling me this because you expect me to help?" he drawled. "You know, I really like that fantasy world you live in. I'm a little envious sometimes."

"Don't you want to know what happened to Neo?" she tried again. "You _still_ care about her. I know it!"

Torchwick's face turned ugly. "Listen, sweetheart. Your happy little life might be filled with sunshine and rainbows, but reality doesn't work that way. That bitch double-crossed me. As far as I'm concerned, she can rot in whatever hell the Grimm took her to."

"You're the one who's deluded," Ruby shot back. "Cinder's destroyed everything she's touched. Don't you care about what happened to Neo? _Don't you need to know?_ "

The last question was more an admittance of her own desperation, rather than an attempt to convince Torchwick to assist her. Still, her shout seemed to shock him into silence.

It also had the unfortunate side-effect of drawing the attention of people on the other side of the glass. Reaching behind her back, she clutched the handle of the door to keep it shut. The knob rattled in her hand.

Torchwick raised an eyebrow.

"I know you want to rescue her. If you help us, we might be able to help you," she grunted, struggling against the door.

"I already told you: I only help myself."

"You won't be helping anyone once Atlas gets their hands on you," Ruby said, and a muscle in Torchwick's jaw spasmed, but he kept his silence. "Will you at least consider-" She was cut short as the door slammed open; the file she'd kept hidden flew to the floor, papers flying everywhere.

"Wait! I was just trying to-"

"That is enough, Ms. Rose!" Glynda roared, her eyes flashing. "Come with me this instant!"

Sighing, Ruby spared one last look at Torchwick. He didn't see her, however; his eyes were glued to the floor. An old, blurry picture lay there; it seemed to be of Torchwick and Neo.

With an angry huff, Glynda whipped out her wand and waved it, gathering the spilled papers back into the folder and levitating it into her outstretched hand. She grabbed Ruby next, hauling her out of the interrogation room.

"Ruby! What were you doing?"

"I- I just wanted some answers," she admitted.

"That was an unacceptable breach of protocol, Ms. Rose!" Glynda's sharp eyes looked her over. "... Did you get any?"

Ruby blinked. "Only that he might help us if we give him some time."

They all looked back into the interrogation room; Torchwick was now hunched over the table, resting his forehead against his palms.

Glynda sighed. "Two days, Ms. Rose. I'm sorry, but that's all I can give you. After that, he'll be Atlas' problem, not ours."

Ruby's shoulders slumped. "I wanted to become a Huntsman to help other people, not kill them. Handing over Torchwick is wrong and you know it."

"Hard times call for hard choices, Ms. Rose." Glynda crossed her arms. "Mr. Torchwick made his choices, and now he'll have to deal with the consequences of them. As we all do. Now, if you'll excuse me?" She stared at them expectantly, not moving.

"C'mon," Jaune finally said, leading the team out of the room.

"I don't see why you tried to talk to him," Nora said as they made their way back towards the makeshift barracks where Glynda was housing them. "It's not like that bastard would ever help us with anything. He exists just to make our lives miserable!"

"But he knows something. I'm sure of it," Ruby insisted. "I have a gut feeling about this!"

"Are you sure you aren't just hungry?" Jaune asked, earning him a slap on the shoulder.

"How can you joke at a time like this? Torchwick's our only connection to find out where Neo took Cinder! It's got to be tied in to Ozpin's disappearance!"

"We can't be sure of that. And you have to think of this from Vale's perspective, too," Jaune said. "The city is barely hanging on as it is. If Glynda gives Torchwick to Atlas, they'll probably receive some support from Atlas in return. A place like this can't afford to run low on Dust. It's a fair trade."

Ruby recoiled from Jaune's argument. It was the most logical answer, but… "Is that what you really think? That a person's life is worth some Dust? How are we any better than him, then?"

Jaune looked away, uncomfortable; Nora leapt to his defense.

"You're comparing apples and oranges," she said. "We're human, but he's scum. That man helped kill Pyrrha. Who knows who else he's killed? He doesn't get to be judged by the same standards as the rest of us." She turned and looked at Ruby, for once serious. "We have two days to beat whatever information he has out of him. I'll volunteer to do the beating."

"I agree with Ruby," Ren cut in suddenly. "We need to work with Torchwick rather than torture him. Nothing can be achieved by seeking revenge. If Ruby's right, he may have the information we need to serve a greater good."

"Guys, guys! Calm down, we're not torturing anybody." He stared at Nora until her pout subsided. "I'm not saying we shouldn't keep talking to Torchwick. I want to know what happened to Cinder too." His hand strayed to the circlet. "But we have to think of the bigger picture. Pyrrha wouldn't have wanted Beacon to fall. We have two days, then we have to let him go. That's the best we can do." He looked at her. "I'm sorry, Ruby." Then he left for their quarters.

Nora stomped up to her, a frown stamped on her face. "Why are you trying so hard to save that guy? He's done the worst to you personally."

Ruby bit her lip and carefully checked that Magenhild was nowhere in sight. "I don't like what we're doing. You can't sacrifice someone to save other people! It's just wrong."

Nora puffed out her cheeks. "Fine. Think what you want, then. You're the one who's wrong!" She stormed off after Jaune, upset.

"She just doesn't like it when teammates fight," Ren said. He'd remained silent through most of the exchange. "Give it a day or two, she'll calm down."

"A day or two will be too late," Ruby muttered. Then she glanced at Ren. "What about you? You haven't said much so far."

Ren shifted his weight uncomfortably. "I don't like fighting with my teammates either."

"Oh," she said, feeling miserable.

"... but I agree with you," he added.

"Then why didn't you say anything?!" Ruby exploded. "If we'd both spoken up, then maybe-"

"I already told you, I don't like fighting with my friends." Ren sighed. "Besides, there's no point to this argument anyway. We have to follow Glynda's wishes. She's the one allowing us to stay here despite all the trouble. We can't repay that kindness by rebelling against her."

She lowered her head, struggling to contain her discontent. "... Why don't you go ahead, Ren? Tell the others I'm getting something to eat."

He paused, concern flashing through his eyes. "Will you be coming back soon?"

Ruby did her best to smile back. "In a little bit. I just need some time to think."

His gaze lingered on her for a few moments before he nodded slowly. "See you later, then."

She watched him leave, then let out a long breath.

"Yeah, later."

 **.x.x.x.**

Finding the Bullhead wasn't difficult. Before the academy was destroyed, Beacon had managed a whole fleet of them, mostly for transporting students to field tests. The hanger hosting the remains of fleet had been long-since abandoned. Most of the viable airships had already been used to evacuate. Only a few emergency vehicles - which no one had the time or inclination to use, it seemed - were left behind. She'd chosen this particular Bullhead because it stood closest to the open hangar doors; it was covered in a layer of dirt and spots of rust speckled its surface where it had been exposed to the elements for far too long.

"How am I going make this thing fly?" Ruby wondered as she stared at the imposing cockpit. She could see a large yoke, which she guessed would be used to steer the ship, obscuring a complicated-looking dashboard. "How do you even start it?" she wondered, scanning the myriad of instruments on the panel. Two unusually large buttons next to an important-looking lever caught her attention. _That must be it. But what about the rest?_ Her eyes glazed over as she tried to take in the many gauges and indicators spread before her. Shaking herself, she shrugged, thinking of all the video games she'd played with Jaune. "It kind of _looks_ the same as a controller… with a lot more buttons." Sighing, she ran a nervous hand through her hair. "How hard can it be, anyway? I'll figure it out as I go."

Squelching her uneasiness, she exited the ship and made her way quietly to the edge of the building to sneak a glance across the abandoned airfield. The broken moon was hidden behind heavy clouds, making it nearly impossible to see.

Activating her Semblance, she raced across the field, faster than the eye could follow. Screeching to a stop near the side of the detention center, she caught her breath and tried to calm her pounding heart. Her bag and cloth-wrapped scythe dug into her sides uncomfortably. She's packed a few meals and a first aid kit - mostly because she wasn't confident Torchwick would come with her peacefully.

 _I can't let them kill him like a sacrificial lamb for some Dust._ She clenched her teeth and reached for the cloth wrapping around her scythe. "Let's do this."

"Let's not," a voice said as a hand reached out, catching hers and folding the cloth back over her scythe.

Ruby caught herself before she could attack the figure that emerged from the shadows beside her.

" _Ren?!"_

"Shh!" He lifted a finger to his lips, looking around nervously. Then he glared at her. "I thought you said you were coming back."

"I was!" She lowered her voice at his impatient look. "Eventually." Then she squinted at him. "Are you going to try to stop me?"

Ren remained motionless for a second, then shook his head. "No. But you don't have to break in. There's an easier way." He gestured for her to follow, and Ruby automatically took a step after him before freezing.

"Hey," she whispered. "Why are you helping me?"

Ren paused and looked over his shoulder, the lone strip of magenta in his hair flashing against the darkness. "... Because it's the right thing to do."

A tiny smile stole across her face as a warm flutter of gratitude washed through her. _I… I wasn't the only outsider after all._

Ren's answering smile was faint, but when he moved close enough to her to grab her shoulder, she could see how serious he was. He'd always been good at reading people, and he gave her a light squeeze. "Even if you disagree with the others sometimes, you're still a part of Team RNJR. You always will be."

She nodded wobbly, then took a breath and steeled herself.

"Ready?" he asked.

"Ready," she whispered back.

And with that, his eyes glowed as he pulled them through the wall.

They crossed the halls quickly once they were inside the building; though it was late at night, Glynda wasn't foolish enough to leave Torchwick unguarded. Of course, no one was expecting him to make an escape attempt _through the walls_.

Moving as quietly as possible, they slipped behind several guards. Glynda really wasn't taking any chances, keeping Torchwick locked down in one of the central cells. It wasn't hard to find him, being that he was the only inmate in the entire city.

They stumbled into the tiny room, and for once Ruby was glad Glynda had chosen to keep Torchwick in her highest-security solitary confinement cell. Ren released her immediately, probably trying to conserve his energy for their return trip. Their sudden appearance took Torchwick by surprise; he'd been resting on the cot in the cell, spinning his hat between his hands with a distracted look in his eye.

Torchwick was up in a flash; apparently three years on the lam hadn't done his reflexes any harm. He held his hat out as though it was a weapon, before tilting his head in confusion.

"You again?" Then he laughed - a sharp, harsh sound. "What did I do to deserve this?"

"Everything, according to your file," Ruby shot back, moving her hand towards her scythe. "But we're here to get you out."

Sighing, Torchwick spun the hat on his finger once, before planting it firmly on his head. "I was afraid you'd say that. Well, come on." He lifted his chin and swung it in Ren's direction haughtily. "I haven't got all evening, you know."

"Are you _really_ sure you want to rescue him?" Ren asked, unfazed by Torchwick's contempt.

"Oh, a _rescue_. Is that what this is?" Torchwick sneered. "More like jumping out of the frying pan and into the fire, isn't it?"

"Hey! It's me or Atlas! Make your choice right now!" Ruby hissed, eying the door as if it would fly open at any moment. "Would you seriously rather die than help me? Even you can't be that low!"

"You'd be surprised," he muttered. Then he gave Ren a judgmental once-over. "Get your lackey here to fetch me my cane and I'll do _anything_ you say." His ingratiating smile oozed grease.

Ren didn't rise to the bait, instead looking at Ruby. "You'll be better off if he has a weapon. But do you trust him?"

She snorted. "Would you?" Then she signed. "You better get it anyway. I beat him before; I can do it again if he tries anything."

Ren nodded curtly, then turned and walked through the wall.

"Now _that_ is a useful Semblance," Torchwick observed. Then he crossed his arms and smirked at Ruby. "So what's your plan? Bust us out of jail, and then what? Don't tell me you were thinking of hiding in the city. This place is one big happy summer camp full of Goodwitch goons. Trust me, I know."

"We're flying out of here."

There was a momentary flash of intrigue in his eyes. "Clever. But who said I'll come with you? I like the scenery around here. Brings back so many fond memories." He grinned at her, all teeth.

"I'm here to _rescue_ you," she said, exasperated. "Don't you ever get tired of fighting all the time?"

His grin dropped, but his sharp look remained trained on her with laser focus. "That's called life, Red. You get tired of it? You end up taking a dirt nap."

The tense silence that stretched between them was broken by Ren's reappearance; he was holding Torchwick's cane. "Glynda doesn't take any chances. I think they'll be changing the guards soon. Ruby?"

"Ah ah ah, I'll take that," Torchwick said, holding his hand out.

Ruby nodded at Ren minutely, and with a sigh, he handed it back to Torchwick, who twirled it around with a mocking grin.

"Ladies, gentlemen? Shall we?"

"Is he always this much of an ass?" Ren asked as he grabbed her hand, placing it on his shoulder.

"Yeah," she sighed. "Let's get out of here."

"Don't let go of me," Ren continued, placing Torchwick's hand on his free shoulder. "Unless you want to get stuck halfway through the wall," he added with a cold smile.

Ruby shivered. Ren almost _never_ smiled. "Creepy."

Torchwick flashed his usual confident smirk, but she noticed his fingers digging deeply into Ren's shirt and hid her snicker.

"Here we go," Ren said, and phased out. They slipped through the walls, tiptoeing their way behind the guards.

 _One,_ Ruby counted in her head. _Two… just one more wall to go._

Ren passed through the outer wall successfully, but Ruby heard a shout as she followed him through. They landed safely on the outside, but she didn't give them a chance to catch their breaths.

"I think they saw us! We have to move!" She took off towards the airfield, confident that the two men would be following.

A shout rose up behind them, and several floodlights flickered to life, scattering the darkness with their blinding white light.

"There they are!" she heard someone yell, and Torchwick cursed behind her.

"It's that hanger over there!" Ruby shouted, no longer trying to be subtle. "You two go ahead, I'll-"

"No," Ren shouted, drawing Stormflower and turning to face the guards who were pouring out of the prison. "You need to keep an eye on Torchwick! I'll hold them off."

"Ren!"

He turned to look at her, a wry grin on his face. She could see he was tired; he'd been using his Semblance excessively. "I wasn't planning on coming with you anyway," he said. Then he looked over her shoulder. "I think Torchwick is planning on leaving without you."

Ruby didn't bother turning around, surprised by the sudden sendoff. "I- Thank you. I mean I... Tell them I'm sorry. Especially Jaune," she said, swallowing the lump in her throat.

Ren gave her a short nod, then another of his rare smiles - not the creepy one this time - and waved her off. "Time to go, Ruby."

"Yeah," she said. She turned away from him, blinking away her tears, and spotted Torchwick entering the hangar. The sound of gunfire and metal clashing reached her ears, but she forced herself not to look back.

"Oh no you don't," she said instead, activating her Semblance. Leaving a cascade of rose petals behind her, she raced towards the airship, catching up just as Torchwick disappeared inside the Bullhead she'd prepared for their escape. "Hey!" she yelled, indignant.

"Well, can't say it's been a pleasure, but thank you," he called out from the cockpit, still fiddling with the controls. The twin engines roared to life, and the ship began to rise into the air. He looked over his shoulder and gave her a smug wave. "Until next time, Red." The hatch began to close and she saw him carefully nudging the ship's yoke, one hand on the throttle. There was a metallic whirr as the engines rotated into place, then an ear-splitting whine which transformed into a dull roar. The Bullhead eased out of the hangar, picking up speed as it went.

Narrowing her eyes, Ruby whipped out the Crescent Rose. "Oh no you don't," she breathed, taking a running start towards the ship. Flipping into a cartwheel, she fired her rifle at the ground, using the violent recoil to launch herself straight into the air. Throwing herself into a spin, she extended the scythe and hooked it into the Bullhead's still-closing hatch, jamming it open. She heard Torchwick curse roundly from inside, but he was too busy avoiding something below to pay her any attention.

 _Ugh… I feel seasick,_ Ruby thought as the Bullhead jerked back and forth. Smatters of gunfire rose in her ears, and she was certain she felt a few bullets whiz through her skirt. It was all she could do to hang on as the ship careened through the air like a drunken whale.

The Bullhead came to a sudden stop, and she finally spotted what had Torchwick sweating. Glynda stood below them; even from that distance, Ruby could almost see the flames springing out of the witch's eyes. She raised her wand, and Ruby screamed, remembering the last time she'd witnessed Glynda facing off against a Bullhead.

"Open up! Let me in, you creep!" The ship rose rapidly into the air, the ground rolling away in a dizzying arc. Ruby tightened her grip on the Crescent Rose and shouted again through the whistling wind. "I saved your life!"

She grit her teeth against the air pressure, the fast winds whipping her hair into stinging lashes against her cheeks. Just as she began to wonder what it would take to get Torchwick to at least fly low enough to let her jump off, she heard the sound of metal groaning.

The hatch was opening! Changing her grip on the scythe, Ruby swung herself inside as soon as the crack was big enough for her to shimmy inside. She barely had time to retract her blade before being thrown against the back wall of the aircraft as Torchwick veered away from another of Glynda's attacks.

"Persistent bitch," she heard him mutter under his breath as the ship shook violently once more.

Gasping for breath, Ruby flung herself towards the cockpit, grabbing onto the copilot's seat and shooting Torchwick a baleful glare. He didn't spare her a glance, focusing on the ground below him instead.

"You couldn't have possibly stolen one with a gun turret, could you?" he said by way of greeting, sarcasm heavy in his voice.

"If I did, you might have shot someone," she snapped as she sat and belted herself in.

"That would be the point!" he yelled, nudging the airship into another steep dive and narrowly avoiding one last swarm of deadly ice shards. He slammed the throttle forward and the Bullhead raced away from the city of Vale.

It was only when they'd cleared both the city limits and the stray flocks of Grimm guarding the border than Ruby let herself sag into the chair, exhausted. She blinked, then looked at Torchwick, who was still focused on the steering them safely through the air.

"Where'd you learn to fly like that? Are you a pilot?"

His visible eye rolled towards her, before returning to the window before them. "None of your business."

He fell silent, and she watched him quietly, drawing her brows together. He obviously knew what he was doing, occasionally reaching out to flick a switch or check a reading on the instruments, which looked more like a multi-colored switchboard than anything else to her.

A thought struck her, and she sat up, alarmed. "Where are you taking us?"

"Now she asks?" After flicking a small red button next to the throttle, Torchwick turned and gave her another incredulous look. "There's a sucker born every day, I guess…" he muttered to himself.

"Hey!" she shouted, simmering with indignation. "I saved-"

"Yes, yes," he cut her off. "You saved my life, _again_ , and I'm ever so thankful, blah, blah blah. Can we skip the groveling and cut right to the chase here? Having you dangle that over my head is getting old fast."

"All I want are some answers! Why do you have to be a jerk about every little thing?"

"You want answers? Well, you'll get them soon enough."

"What's that supposed to mean?"

Whatever he was about to say - and from the look on his face, it wouldn't have been pleasant - was disrupted by the shrill sound of her scroll going off. Digging hastily through her pouch, she brought it out and then winced.

"Jaune," she whispered, rejecting the call with a feeling of regret. A moment later her phone blared again. "Uh-oh, it's Glynda this time."

"Oh, for the love of- Give me that!" Torchwick snarled, snatching the scroll out of her hand. He answered the call, holding the scroll before him.

"Ms. Rose! What do you think- TORCHWICK!" Glynda's screech pierced the air, and Ruby cringed.

"Well, hello, honey. I missed you so much too! Unfortunately, I had an appointment to keep with your favorite girl scout, so you'll need to take a raincheck on our date." He winked at her. "Better luck next time, Goodie-Two-Shoes." Without bothering to end the call, he dropped the scroll and crushed it under the heel of his boot.

Ruby squeaked. "My scroll!" Then she growled at Torchwick. "Did you know how much that cost me? It was the latest model, too!"

"Did you actually want them to track us? How stupid are you? Wait, don't answer that." Torchwick closed his eyes briefly. "You might give me an even bigger migraine."

Ruby sulked. _So I forgot about that little detail! It's not like he had to destroy it._ "I could've just turned it off."

"But this way was so much more fun," Torchwick replied. He wasn't looking at her again, so Ruby used the opportunity to trap him under her best stink-eye.

"We're going to Exsul," he told her, unprompted.

She froze. "What was that? I thought I heard you say something silly like we were going to Exsul, which can't possibly be right because that's A WHOLE CONTINENT AWAY!"

"You heard right," Torchwick said with a resigned look. "Exsul. The Grimm continent." Then he turned and looked at Ruby, and the depreciating grin on his face wasn't directed at her for once. "Where else would they be?" He turned back to the controls, his fake smile dropping.

Ruby swallowed and tried not to hyperventilate. "No one's ever gone to Exsul without an army of Huntsmen to back them up. At least, gone and _come back_."

"Believe me, I'd rather have Atlas' entire army sail in there than do this myself." He chuckled. "Not that it's an option for someone like me. Or you either now," he added slyly. "So, can I interest you in a life of crime?"

"Seeing as how lucrative it's been for you lately, I think I'll pass," she snapped.

"Pity, because you're stuck with me for now. Let's learn to get along, shall we?"

Ruby squeezed her eyes shut, counting backwards. After the third try, she managed to rein in her temper enough to answer him somewhat civilly. "When did you nominate yourself the leader of this expedition? I'm the one who rescued you! I'm in charge here!"

"In charge? Listen, sweetheart, this isn't some academy where you can pull rank on me. The real world doesn't work like that. It's obvious who should be calling the shots here. See, I'm the brains, and you're… the pawn." He laughed too loudly at his own joke for her liking.

"Whatever. You'll change your tune the next time a Grimm threatens you." She exhaled shakily. "There'll be a lot of those where we're going, you know."

Torchwick's shoulders shook; he seemed to be struggling with something. Finally, he wheezed and rubbed his eyes in disbelief. "So you're just going to go along with me, no questions asked?"

"Huh?" _What's he talking about now?_

"You don't even know if we're going in the right direction!" he spat, exasperated. "You're trapped in this ship with your worst enemy, completely at my mercy-"

"You know, I've beaten you every time we fought," she reminded him.

"Beaten me? You never beat me, kid. I always managed to get away."

Ruby rolled her eyes. "Because of your friends. I don't know if you've noticed, but you seem to be running a little low on those right now."

Torchwick's fingers spasmed around the yoke, but Ruby didn't feel the satisfaction she was expecting from her verbal strike. _Cutting him down with words isn't as fun as I thought it'd be._ Looking down at her fingernails, she picked at them uncomfortably.

"... Sorry. That was a low blow."

"You can't even land an insult without feeling bad about it?" Torchwick glanced at her, his expression contemptuous. "Let me give you a little advice, kid. The world is a shitty place. If you keep acting like some kind of doormat, don't be surprised when you get stepped on."

 _This guy… how is he even human?!_ She clenched her hands into fists. "I'm not a doormat! And I don't think knowing how to insult people is a necessary life skill, okay?!"

Torchwick groaned. "How the hell did you manage to survive for this long?"

Ruby chose her words carefully. "How did you?"

That got him to finally shut up, at least.

* * *

 **Notes**

 _I want to thank two thoughtful reviewers who made me to think about why I dropped this story and also why I enjoyed writing it in the first place. You guys are directly responsible its continuation. Give yourselves a pat on the back. :)_

 _I barely remember much about this series and don't have plans to rewatch it (I've only seen until S3). I did do a little research on S4 and S5 and noticed that Yang got a cyborg arm and Team RNJR is a canon thing now, though, so that was… gratifying, I guess? But you can still firmly consider this an Alternate Universe from S3 onwards._

 _I also want to thank the fine folks in the Small Fandom FF Authors Discord channel for beta-ing, particularly PizzaSteve for help with the aeronautical stuff!_


	7. 06: Hyperballad

**6: Hyperballad**

It'd taken a few hours, but Little Red had finally fallen asleep. Roman took a quick look at his unwanted passenger and suppressed an irritated sigh. "Who asked you to come along anyway?" he muttered.

She was the one dumb enough to think it'd be a great idea to bust him out of jail before he could rescue himself. It wasn't as if he didn't have options. Shitty options, to be sure, but they were still options. Still, the girl's misplaced sense of heroics had saved him some effort, so he figured allowing her to tag along was the least he could do in return.

Of course, whether or not she got to keep that ridiculous weapon of hers was another matter. Damned if he knew how to use a scythe, but any fool could pull the trigger on a gun - and Roman was no fool. He reached over to relieve her of that particular burden, but his hand paused over the rifle, fingers spasming.

 _Don't kid yourself_ , that irritating part of himself that just wouldn't stop running its mouth off whispered to him. _You need that girl with her scythe because you're a fool. A fool who's flying straight into Exsul to chase your backstabbing friend._

He openly snorted at that. "I don't have friends. Friends are liabilities," he muttered under his breath. He could almost picture Neo laughing at the thought. "Fuck," he muttered after a moment, and adjusted the course of the airship once he spotted the ruins he was searching for. "Fuck fuckity fuck fuck," he repeated as he eyed their surroundings, lowering the throttle to slow the Bullhead down. He forced himself to loosen his grip on the yoke. "Why the hell am I flying us straight into this Grimm death pit anyway?"

He imagined Neo's eyes following him, and gritted his teeth as he lowered the airship, carefully tilting the duel engines up to hover above the ground. He tried to focus on keeping the ship steady, rather than the fact that they were landing in a veritable nest of Grimm.

The ensuing jolt when he touched ground shook Red awake. "Wha- Huh? What happened?" Panicking, she made a grab for her weapon first, obviously relieved when she found it still attached to her belt. Then she patted her other side, and her face scrunched up. "What'd you do with my bag?!"

"You mean this thing?" He held up the cross-body sack she'd been carrying before he'd liberated it. Seeing her puff up made him chuckle. _She's so easily distracted this almost isn't any fun. This kid has the attention span of a chipmunk!_ "I was hungry. By the way, thanks for trying to give me diabetes," he added as he powered down the ship. "Didn't you pack anything without sugar in it?"

Her expression didn't improve. "If you didn't like the cookies, you didn't have to eat them."

Roman opened his mouth to reply, then shut it again. _Hang on… her stupidity is catching._ "Forget about the cookies, kid!" he exploded. "As you might have noticed, we're a little low on supplies. Hence landing here." He gestured expansively at the ruins outside the windshield.

Red sat up and took in their surroundings, dimly lit by the morning light. Her brow furrowed. "Where's here? Are we in Exsul already?"

"... you didn't study much at the academy, did you? No, brainiac, we're not even close to Exsul yet. There's the slight problem of an ocean to cross and a lack of fuel to do it." Unbuckling his belt, he stood and stretched. "Which is why we're here, at River Dell."

Copying him, Red also stood. "River Dell? Is that the name of a town? I never heard of it before..."

"It _was_ the name of this town before it got overrun by Grimm. We're on the westernmost edge of the Kingdom, just below Vale City." Opening the hatch, he led the way outside. "No one's been living here for years, which is lucky for us."

"But if no one's here, how are we going to find supplies?" She shivered, one hand reaching for her rifle as they stepped onto the cracked asphalt. "This town feels so… empty."

Roman swallowed against the sudden dryness in his throat. _I hate this place too._ Wearing his best bored expression, he swung Melodic Cudgel over his shoulder and tapped it there, trying to ignore how empty the barrel felt. The kid from before might have managed to nab his weapon, but he'd conveniently "forgotten" to provide Roman with any ammunition - not quite the most comforting thought while stuck in the middle of a Grimm hellhole.

Fortunately, he still had his personal Grimm lawnmower on hand. He smiled at Red.

"Don't do that, you're creeping me out."

 _Little brat._ "This town might have been abandoned by its good upstanding citizens, but not by the White Fang. At least, not until recently, when the Grimm got a little too tough even for those bastards." He watched the sun peeking over the horizon. "I used to use this place as one of our base of operations before… well, you know," he finished, stopping himself from bragging about Beacon's destruction. "With any luck, there should still be something left lying around the ol' cache. Hopefully there'll be enough Dust left to make sure we can get _off_ of Exsul, too." His mood soured. "Though usually, I'd have grunts to do all the carrying for me." He inspected Red's toothpick-sized arms and sighed in irritation. "Your job is to keep the Grimm off my back. You do that, and I'll get us refueled and ready to be outta here by the time the sun sets."

"Oh," Red said, sounding subdued. For a moment he wondered if she was feeling alright, before deciding he didn't care.

She unhooked her rifle from her belt and hefted it in her hands, warily scouting the area. "We're clear to move for now… It's lucky the sun's coming up, because Grimm don't really like wandering around in daylight."

"No kidding, I never realized," Roman mocked, earning himself a scowl. He led her towards one of the less dilapidated buildings in the square. The door was boarded over, but with a well-aimed kick, he managed to break it open. "In here," he said, before realizing that Red was being too quiet. Usually at this point she'd be making a speech about breaking other people's doors down without permission or something equally inane. Stopping, he looked back at her; she was standing outside with her head lowered. "Are you coming or what?"

"I really didn't think this through at all, did I."

"That's what I said," he answered with a shrug. "Good of you to finally catch up with the obvious. Now if you could just step inside here," he added, resisting the urge to turn around and scan the building for Grimm. Nothing seemed to be scratching at the edge of his consciousness, but he wasn't foolish enough to let his guard down just because the little bastards were being _quiet_ for once.

The kid wasn't, though. His eye twitched as she began to ramble.

"You know, I'm supposed to be a leader, but it seems like you've been the one doing all the leading since we left Vale."

Roman stared at her, bemused. _Does she really believe I'd follow some kid around like a trained puppy?_ _ **Me?**_

"Why do things always turn out like this?" she continued as she trudged in behind him, almost visibly oozing juvenile angst. "Is there some fundamental aspect of leadership that I'm missing?" Each sentence was getting higher pitched, transforming her voice into a nasal whine that made him want to take his cane and break it across her head. "Why do I keep _failing_ like this?"

"Will you just _shut up_?" he finally bit out, exasperated. "I'm not here to be your guidance counsellor! Get your head on straight and scout this building for Grimm!"

"What the heck!" She snapped out of her self-induced misery quickly enough to give him whiplash. "Killing Grimm? Is that all you care about?"

"Well, pardon me for raining on your little pity-parade there, but… _yeah?_ " He shrugged; academy kids were always a little thick. Still, though seeing her face turning as red as her cloak was satisfying, it wasn't in his best interest. "Before you bite my head off, just take a look around you for once. If we aren't ready for whatever Grimm might be waiting, they'll be the last thing you care about too."

Red regarded him with a sullen pout, but then took a deep breath and nodded once. "Good point. My feelings can wait, we need to survive getting through here first." She forged ahead of him, as though she'd flipped a switch, replacing the whiny emo teenager with the Huntsman-in-training he was much more familiar dealing with. For a moment he was struck by the memory of how she'd made a similar switch - although in reverse - to that boy who'd accompanied her to Beacon's tower.

"Well it's no wonder you're a crap leader," he observed as he followed her in.

"What was that?" she hissed, not bothering to face him as she tracked her visual search of the room with her rifle.

"You need to be ruthless if you want to lead. Nobody wants to take their inspiration from a wet blanket."

That did get her to stop and look over her shoulder to glare at him.

"Hey! You're doing fine right now," he added appeasingly. "But that's the difference. You don't show this part of you to the people who actually matter. Besides me, of course," he added with a smug grin.

"I don't want to be a _ruthless_ leader. My teammates are my friends!"

Roman pointed with his cane towards a bar at the far end of the room. "Over there," he said. "And that's your problem. If you see everyone as your friend, you won't be able to send 'em to their deaths. If you hesitate over every tough decision you have to make because of that bleeding heart of yours, you'll never amount to anything."

She looked annoyed, but didn't bother with any retorts. Thankfully. _I really am starting to feel like a goddamn guidance counsellor here._

"Where exactly are we going?" she asked, looking blankly at the wall.

"Down," Roman told her, sweeping away some debris from the floor to reveal a trap door hidden behind the bar. Leaning forward, he pulled on the latch with the handle of his cane and let the cover fall open with a loud bang. A cloud of dust rose on impact; it dissipated quickly, revealing a ladder leading down into a dank, dark hole.

The girl squinted. "What's down there?"

"Hopefully nothing," he told her. Then he bowed slightly. "Ladies first."

Red glared at him. "This again? Are you scared or something? What's the matter with you, anyway? Besides, since _somebody_ destroyed my scroll, I don't have a light source-"

She stopped complaining when he pulled out the flashlight he'd been carrying in her sack and held it up. When she reached to take it, however, he snatched it away. "Sorry, sweetheart. This one's mine."

"Unless you find a way to power up this building, I'm gonna need that if you really want me to go first. Otherwise, you and your flashlight can be my guest." She crossed her arms. "Leaders need to make tough decisions sometimes, remember?"

Growling, Roman reluctantly handed over the light. "Don't try anything cute down there, or…" He drew his thumb over his throat with a menacing grimace. She looked unimpressed, ignoring him to hook the flashlight to her belt so as to keep her hands free.

 _You think I'm not serious?_ It was only a partial bluff - he really would rather have been sitting in one of Goodwitch's jail cells than exploring a Grimm-infested dungeon. _This is the second-to-last place I wanna be right now. Don't push me, kid._

"Fine," she said, sarcastically holding up her hands, rifle still gripped in one of them. "Try to keep up." Then, ignoring the ladder, she hopped straight into the hole.

"Why do these kids love ignoring gravity _and_ their kneecaps?" He reached for the ladder and slid down, choosing to go at a somewhat less breakneck pace. By the time he hit the ground, Red had already returned. The scent of exploded Dust rounds lay heavy in the air.

"There was a Beowulf down here, but I think he was a loner," she told him. "It's a little weird, though… without any prey around, usually they'd be moving into hibernation at this time of day. The one I met was agitated."

Closing his eyes, Roman listened, reaching out into the darkness. A few muted, unintelligible whispers reached him and his eyes flew open. "They never come alone," he corrected her, his voice cold.

"Well, it's not me who's pulling them towards us, so…" She stared at him.

"Get that light out of my face, kid," he snarled, striding forward and ripping the flashlight off of her belt. Ignoring her surprise, he turned on his heel and marched forward, trying to fall into his usual lazy swagger.

The voiceless whispers in his head wouldn't let him relax, though.

"This room is connected to a network of tunnels that we used to store supplies," he said loudly, drowning out the whispers. "I heard River Dell fell pretty fast after the Grimm swarmed. The Fang weren't expecting it so they shouldn't have had time to clear everything out. Which is good news for us."

Stopping before a large metal door, he pushed it open and peered inside.

"Umm…" he heard her say behind him as his flashlight panned over the ransacked room.

"Can it. This isn't the only room down here." By the time they'd inspected the second, third, and fourth rooms, however, Roman was cursing under his breath. Red's continued silence behind him felt heavy with the weight of judgement.

He stopped before yet another door and took a deep breath. The whispers were getting louder, starting to form into actual voices in his head. _Stay,_ they crooned. He ignored them and swung the door open.

"Are you sure there's anything left?"

"Jackpot!" Roman gloated, triumphant. He turned, a smug smirk on his face. "What'd I tell you?"

Red wasn't inspecting the room for once; her head was turned, as though she was listening for something.

A momentary feeling of confusion overcame him. _Can she hear them?_

But then the kid darted forward and snatched the flashlight from his hands. She kicked him into the room with enough force to send the crates stacked there rattling. "Shut the door!" she yelled uselessly before slamming it closed herself, trapping him in darkness.

"I'm gonna wring her scrawny neck…" he muttered, standing and working the crick out of his back. He blinked a few times, trying to adjust his eyes to the darkness - to no avail until he activated his Semblance, bringing the room into sharp focus.

The voices returned in that quiet darkness, louder and more intense than before. _Hungry,_ they murmured. _Kill!_ The dark felt suffocating; a bead of sweat rolled down Roman's temple as he backed into another crate, then sunk to the floor, shaking.

It was black, too black, and even his enhanced vision wasn't providing any relief. The darkness pressed against him, transforming into something pulsing and viscous. It was rapidly becoming too warm, and he tugged at the scarf around his neck, trying to loosen the knot.

"Calm down," he muttered to himself. "Breathe… they like it when you choke. Shit… breathe!"

A loud bang against the closed door made him jump; his eyes widened as the thick metal dented inwards in the shape of a claw, like a bad movie.

Then there was the sound of gunfire, followed by a wet tear. After a moment, the darkness receded, the static in his head dying back down to a faint murmur. The door creaked open, and he scrabbled to his feet, brandishing Melodic Cudgel.

His eyes were blinded by the bright beam of a flashlight. Blinking away his disorientation, he focused on Red, who stood in the door frame none worse for the wear. She flicked her arm and her scythe retreated back into its rifle form; by that time he'd noticed how annoyed she looked, as though she'd been forced to swat some fruit flies.

"You're not thinking happy thoughts are you!" Her tone was accusatory.

It was that absurd, high-pitched declaration that brought the first manic laugh out of him. Scowling, she chucked the flashlight at him and he barely managed to catch it through his mirth.

"What's so funny? Did you know how many Beowolves I had to kill just now?" She huffed, looking even more like a chipmunk than before with her cheeks puffed out. "Are you calling them here on purpose? What is wrong with you?!" She looked so put off that he couldn't help but fall into another round of uncontrollable guffaws.

Leaning on his knees, he managed to stop laughing long enough to look her in the face. "Listen, kid. From here on out, you and I, we're going to be best friends," he wheezed.

Red looked at him as though he'd lost his mind. "I'm not like Neo," she said sharply. "I don't think I want to be your friend."

Wiping his eyes dry, he nodded. "No, you don't." Turning his attention to the crates, he pried one open using his cane. His grin narrowed as he inspected the goods.

"Dust rounds," he said, beckoning her over. "Restock your arsenal with as many of these as you can carry. And then some." Removing her bag, he tossed it at her. "Fill 'er up."

He didn't bother to see if she was following his orders, instead cracking open a few more boxes. "Useless… useless… trash… now hold on a minute." He cackled, throwing the lid aside and pushing away the rough padding to admire the crate's contents.

"What're you doing? We can't carry all of these back to the ship by ourselves."

"We don't need to," he told her smugly, reaching into the crate and pulling out one of the battle rifles stashed inside it. "Where there's ammo, there's guns. And this is one of Atlas' best," he added, checking its weight and balance.

Red came to his side, her eyes lighting up as she appraised the weapon. "That's an Atlesian SCAR, isn't it? Ohh, it's in compact form! Can you switch it? How many modes does that one come equipped with?"

Roman held the rifle away from her grabbing hands with a look of disbelief. "Great. Don't tell me you're a gun freak?"

"I built the Crescent Rose myself, you know!" It took him a minute to figure out that she was talking about her rifle-scythe.

 _I knew it. She must've been her school's resident nerd._ Rolling his eyes, he relented and let her have a closer look at the rifle. "It's standard-issue military. Three modes: compact, heavy, and marksman. No special customization like that… _thing_ you use," he added with a sneer.

"Well I knew that," she said with a small grin, which then turned to a probing look. "But how did you?"

"Hello? Arms dealer here?" He brushed off the lapels of his jacket.

"Not all arms dealers know how to use those weapons," she pushed, still scrutinizing him. "In fact, most people don't know how to use Atlesian military equipment. It's too complicated for a layperson. You only learn about that sort of stuff in the academies… or the army."

Ignoring her stare, he slung the gun over his shoulder and started rooting through the rest of the crate. "We need to find more ammo and something to fuel the ship," he muttered, irate.

"Yeah, the airship. You knew how to fly that too! That's not exactly street knowledge…"

Exasperated, he looked up. "Drop it, kid. If you're expecting me to open up and tell you my life story, you're in for a disappointment. Just concentrate on finding what we need and getting outta here before our little friends make a return."

She continued to observe him for a few more uncomfortable seconds, before shrugging and helping him search. "This… is going to take a while, isn't it," she said, peering into one of the opened crates with dismay.

"You don't say. Now, are you gonna help me lift this or not?"

 **.x.x.x.**

Whatever Grimm may have remained in the town left them alone for the day; probably because Roman was much too busy trying to refuel and restock their airship to worry about talking Grimm. He was even feeling too harried to be annoyed at his chatty companion.

All the heavy lifting they had to do together was irritation enough.

"Just how many more of these do we have to carry over?"

Roman grit his teeth, adjusting his grip on the crate. "Don't you ever stop talking?" he puffed. "Keep moving! Jeez, this is why I prefer working with mutts over humans. At least they know when to keep their muzzles shut and listen to orders."

He nearly tripped when Red stopped moving, cursing as he scrambled to keep the crate - and all the volatile Dust inside of it - from dropping.

Red glared at him, an expression of fury on her face.

Sighing, he carefully lowered his end to the ground; she followed his lead, though her eyes were still stabbing him like knives. "I needed a breather anyway," he said, rolling his shoulder. "What is it this time?"

" _Mutts?_ Are you serious?!"

"Oh," Roman said, bored. "I see, you think you're an "Equal Opportunist," huh? So sorry, I meant to say _Faunus_. Happy now?"

"They're people, just like you and me! How can you treat them like they're animals?"

He stared at her, uncomprehending. "Because they _are_ animals! You've seen the Faunus. Are you really that stupid? Or is this just because you're friends with that cat bitch?"

She planted her hands on her hips. "Don't talk about Blake like you know her. In fact, I bet you've never bothered to befriend a Faunus before have you? Otherwise you wouldn't talk like that."

"If I wanted a pet, I'd get a dog," Roman told her crossly. "Can we drop this and pick up the crate instead?"

"You're such an idiot," she hissed.

 _Apparently not._ He mentally prepared himself for a long lecture.

"How can you hate people you don't even know? _You_ especially. You have so much in common with them!"

 _What? Did she just call me an animal?_ A chill, followed by a swift hot rush of anger raced down his spine. "... I have nothing in common with those miserable creatures playing at humanity. I act like I'm better than them because _I am_."

"Why are you so sure of that?"

"It's in our genes, sweetheart. Everyone knows humans are the top of the food chain." He scoffed. "No matter how civilized any Faunus mutt tries to act, eventually their animal side will show. Leave 'em alone for long enough, and they'll lapse."

Red didn't look convinced. "Lapse? Just how exactly can a Faunus _lapse_?"

"They'll act like animals if you give them half a chance," he hedged. "They're violent and stupid, and they'd wreak havoc on half the world if we let them have their way. Kind of like the White Fang is right now, eh?" His tone was smug, but Red's dogged questioning was making him uncomfortable. He'd never really had to defend his beliefs to anyone before - it was common knowledge in the circles he'd traveled. Humans were _better_. It was something you weren't supposed to have to explain, like asking why the sky was blue.

"Even humans act like animals when they're pushed into a corner. I thought you'd understand that by now." She was looking at him with those judgmental eyes again, just like she'd done three years ago, and he bristled.

"What's next? Are you gonna try to convince me that Grimm are people too?"

"For Neo's sake, I hope they can be."

His breath hitched. He thought about Neo's black-and-red eyes, thought about the whispers that plagued his mind, and something inside of him shrank back. _If she knew…_ He imagined the kid, recoiling in disgust, reaching for her scythe to deal with him as efficiently as she had the Beowolves in the underground bunker.

 _Just because I'm damaged goods doesn't mean I'm not human, damn it!_

Red, of course, noticed nothing of his internal struggle, instead reading his silence as his typical insolence. Sighing, she bent down and reached for the crate. "Talking is getting us nowhere. We can get back to arguing when we're not stranded somewhere this dangerous. _Ignorant jerk,_ " she added under her breath.

"Fine," he grunted, relieved that she'd missed his minor mental breakdown. _Fuck you, kid,_ he thought privately, preferring the familiar comfort of anger to the nebulous feeling of self-doubt.

They finally broke for lunch when the sun rose high in the sky. It consisted of nothing more sugary-sweet rolls thanks to the kid's lopsided idea of proper nutrition, but he was still too angry to bother trying to talk to her - and it seemed she felt the same way, too. They continued to work in stilted silence, speaking only when absolutely necessary. When the Bullhead was properly stocked, Roman decided to catch a quick nap in the back of the ship.

Red had looked as if she'd wanted to argue about that, too. Considering that Goodwitch and the entirety of Atlas were out for his blood just a city away, he brusquely negated that idea and made a show of making himself comfortable. Whatever she thought of his actions, he didn't care - she wouldn't be able to run off without someone to pilot the ship, and she was too straight-laced to stab him in his sleep anyway. He drifted off quickly, the weariness of the previous day catching up to him in an unexpected rush.

The dreams that came were, as always, unpleasant. Strangely enough, it was the Faunus that chased him this time, rather than the Grimm. The little gazelle girl with her dead-eyed stare watched as her rhinoceros boyfriend slowly crushed him under the weight of his enormous body.

" _You're no man, Mr. Torchwick. You're scum."_

He woke sweating and gasping for breath - only to be met by two huge silver eyes, boring straight into him. Yelling, he slammed his head against the side of the ship as he jerked away from Red.

The kid leapt back in surprise too. "Are you okay?"

"What kind of a question is that? How could anyone be okay waking up to a face like yours?" He pushed his ruffled hair - and pride - back into place. "What the hell were you doing?"

Red's attitude turned several degrees frostier. "Oh, sorry. I just heard you _whimpering like a baby_ in your sleep and thought maybe you'd caught a fever or something." She rolled her eyes and stomped away from him. "Should've known better than to try helping," he heard her grumble.

Nonplussed, he adjusted the angle of his bowler hat and smoothed out his jacket. "For your information, I don't whimper," he ground out. "Now stay in here. I'm going outside to take care of a little business before we leave."

"Overshare!" she shouted from the copilot's chair.

He shrugged, pleased with himself at having made her uncomfortable.

Five minutes later, he was feeling less smug as the whispers gathered in the back of his mind, pooling like stagnant water. His footsteps slowed; the Bullhead was still standing in the middle of the field like a ray of hope, but the whispers turned his head towards the dark of the forest beyond. Shadows rose there, flickering phantoms that beckoned to him.

 _Come,_ they crooned. _Come home._

"Torchwick! What are you doing?" He was jolted awake by Red's call; blinking, he realized he'd been drifting towards the forest. He also saw, to his dismay, that the moving shadows _weren't_ the product of his overactive imagination. She must've spotted them too, because she pulled out her rifle with a flourish.

"Ah, hell," he muttered. This time, at least, he had a real weapon - and the ammunition to use it. He activated a switch on his Atlesian rifle, switching it into marksman mode. Then, with measured steps, he eased his way back towards the Bullhead, tracking the shadows warily.

 _Stay,_ they whispered, and the first Beowolf made a move.

Roman didn't waste any time; his Semblance flared and he pulled the trigger, dropping the Grimm in one shot. The noise set the others off; they emerged from the tree line en masse, circling around the ship. He kept walking backwards and firing methodically, counting them off in his head as they fell.

He heard Red also firing her rifle behind him; they were still too far away for her to hit them accurately, and he mentally cursed her wasteful shooting; all she was doing was serving to rile the Grimm up even more.

"Give it up!" he yelled, turning tail and racing for the hatch. "If you're not gonna drop them in one, save your damn bullets!"

Red caught him by the arm, stopping his charge. Her eyes were wide, and looking straight into his-

"Shit," he grumbled.

"You're a Huntsman!"

"Are you kidding me?" he yelled, shaking her off and squeezing out a few more rounds at the encroaching Grimm. "Now is not the time!"

She glanced at the Grimm and seemed to agree. "How long is it going to take you to start up this ship?"

"Too long," he cursed, feeling the bile rise in his throat. _Come back._ "´They just came outta nowhere..." _Come home._

She caught his arm again. "Focus," she said, her expression sharp as she watched him. "Stop panicking. Nothing's going to happen to you."

"Why are you so sure of that?!"

Her fingers tightened around his elbow. "Because I'm here." Then she let go and flashed him a victory sign. "Took down a Grimm dragon, remember?"

He stared at her, uncomprehending.

"I'll make it so we can take off. Start the ship up… and keep the hatch open this time, okay?"

"Your life, your choice," he finally said. "You really should've gotten me a ship with a gun."

 _Come back,_ the voices whispered in his head, more insistent. _Stay!_ They multiplied the longer he sat still.

"We need to preserve our Dust, right?" Red's voice grounded him, and he blinked at her. "I can keep them off the ship without using my gun that much." She tapped one toe and then the next on the floor; he heard a soft snick and looked down to see a tiny, wicked-looking blades emerging from the heel of each of her boots. "You just concentrate on taking off." And then she was gone, a burst of rose petals slowly floating to the ground where she'd stood moments before.

He gawked for only a moment. "Is she insane?" he muttered, racing for the cockpit to start the engines. His fingers hovered briefly over the closure for the back hatch, before he decided to skip it.

By the time he looked up through the windshield, she'd already crashed into the pack of Beowolves at such a high velocity that she'd sent several of them careening through the air from her speed alone. He saw her rise above the pack, her rifle unfolding into its massive scythe form as she was twisting through the air. A circle, roughly the reach of her weapon, formed where she landed, an assortment Grimm limbs demarcating its circumference.

That didn't stop the others from surging towards her after a brief pause.

"Idiot," he growled, lifting the Bullhead slowly into the air. He couldn't help but glance back at the kid; she still wasn't using the gun, and two of the smarter Grimm had somehow managed to grab both ends of her scythe, trapping it. She hooked her arms over the handle and flipped, sending one Grimm flying with a boot to the face and the other two whirling through the air when she landed. Almost immediately another Beowolf rushed her; she ducked low and a spray of blood flew in an elegant arc along the path of her kick.

That was all Roman had time to observe, however; a loud roar snapped his attention back to the front. There was a Griffon flying directly towards the ship and he _froze_ , the whispers suddenly flooding back full force.

 _Come back, come home, come!_

His fingers reached for a trigger that wasn't there, but his throat was too dry to even curse. He watched, unblinking, as the Griffon reared before the windshield, its clawed feet reaching for him.

There was a thump, then a splash of red. Reflexively, he reached for the switch that activated the shield wipers, swiping away the gore. The Griffon was still there, but it was now missing its front claws, and Red was standing on its back. Her eyes were fierce as she hefted the scythe, bringing it down in a mighty swing that decapitated the creature. She was already leaping off of the corpse as it fell; she flipped, landing on his windshield before she pushed off into the fray again, leaving two red, dripping boot prints across the glass.

Shaking off his surprise, Roman turned the engines of the Bullhead. "Hurry up, kid," he muttered under his breath. "Don't get carried away." He rotated the ship slowly through the air, trying to get a glimpse of her. The sound of a gunshot caught his attention; _there!_ To his left, below - she was firing the rifle to gain leverage, he realized, shooting herself into the air towards another Griffon. Everywhere she landed, they were falling, pieces of their bodies shorn off as her scythe cut through them. Then he realized the trajectory of her flight and swore, twisting the yoke.

The airship swung around, metal creaking in protest from the speed of his turn. He was rewarded with the sound of a loud crash as she came flying in through the open hatch. His fingers were already on the controls, shutting it behind her.

She joined him in the cockpit, flushed and breathless. "Can we leave yet?" she panted.

Roman was only too happy to oblige.


	8. 07: Where Is The Line

**7: Where Is The Line**

Flopping into the copilot's seat, Ruby closed her eyes and let herself sag. While she always _felt_ ready to fight Grimm, the reality was that the day had been an exhausting mix of constant battle and heavy labor. Even her enthusiasm was having a hard time keeping up. Every part of her felt sore and she really hoped Torchwick wasn't going to ask her to move for the next 24 hours.

She thought of what her team would say if they could see her now. Torchwick's observations hadn't been completely off the mark - Team RNJR never really saw her fight this hard or this much. That had been her decision when she replaced Pyrrha as their lead fighter. It was part of the reason she always tried to travel ahead of them during emergency missions - she could fight the Grimm unfettered, free of their worries over their youngest teammate.

Of course, there was also Jaune's tendency to mother her, but as she rolled her shoulders and muffled a pained groan, imagining his displeasure actually made her feel a little guilty.

" _Stop trying so hard. Please."_

"Ok, Jaune," she breathed, releasing her Semblance. The sudden explosion of rose petals took Torchwick by surprise, and the airship fell into a brief but stomach-churning dip.

"What the hell was that?" he yelled after stabilizing their flight. "Warn a guy before you start farting flowers at him!"

Cracking an eye open, she rolled her head to give him the best glare she could muster. "That wasn't a fart. Besides, they're roses! How can you complain about roses? They smell great!"

"No wonder you're so full of righteous indignation. You actually believe your shit doesn't stink."

 _This crass bastard..._ Unpleasantly reminded of their verbal spar over the Faunus, she straightened up and scrutinized him. "So, Torchwick the Huntsman… how did that happen?"

He stiffened. "I'm not a damn Huntsman, so enough with the cute nicknames." Then he shuddered. "Ugh, I think I need a bath now."

"You've needed a bath since we met on the tower," she observed, wrinkling her nose. "Somebody must have activated your aura, but I don't get it. The academies would never let someone as rotten as you through, so what gives?"

This caused him to bark out a harsh peal of laughter. "Is that what you think? Oh, carry on then. I'd just _hate_ to be the one to ruin your illusions."

Ruby wilted. "I'm too tired for another fight right now. Why can't you just tell me? How'd you get a Semblance? Why do you hate Huntsmen and Faunus so much? Is it really so hard to say?"

Torchwick fell silent. Apparently he hadn't been expecting her honesty, and he seemed almost… confused. Then he looked away, staring through the windshield so intently that Ruby glanced through it herself to make sure they weren't about to fly into some sort of obstacle.

The sun had nearly disappeared below the horizon; there was nothing to see but a giant stretch of purple-blue ocean and endless clouds overhead, lit in the fiery hues of daylight's last gasp. "Umm…" she said, returning her attention to Torchwick, who was still ignoring her.

"... Atlas Academy," he finally said. "That's where I was."

Her jaw dropped. "Atlas? The strictest academy in the world? _Headmaster Ironwood's_ Atlas?!"

He smirked at her disbelief. "The one and only."

"But then why wasn't that in your file? Everything else was…"

Torchwick snorted. "Atlas likes to cover up its mistakes. Besides, I never graduated. I managed to get expelled before then."

Ruby tried to picture a younger Torchwick in one of Atlas' military uniforms, standing at attention. _Whoa, unpossible._ No matter how she tried, she couldn't wipe the smirk off of his imaginary face. "How'd you get noticed by them? Were you scouted? Kinda like how chasing you down that first time got me into Vale?"

He looked at her flatly. "Not even close. Atlas doesn't recruit students, they draft them."

"Huh? You can't conscript children into academies," she said, frowning. "It has to be a choice. Besides, Weiss would have mentioned something if that was happening."

"As if your sheltered little Schnee princess would know anything about the real world," he scoffed. "There's one rule everybody in Atlas lives by: no money, no options."

Ruby sat up. "What do you mean?"

Torchwick grimaced. "You're so- augh!" He ran an agitated hand through his bangs, then growled. "Fine. Let me spell it out for you, kiddo. Atlas rests on two pillars: Dust and the military. For both of those things to come rolling in to the city of dreams, you need people desperate enough to provide them. The mutts take care of the Dust, and the humans take care of the army. Use your brain for once and figure it out."

She did think about it. Everybody knew Atlas gave students the choice to pay back their tuition fees in years of military service rather than money. The school could provide students with a uniform, a place to live, and three square meals a day - maybe it _was_ better than a lot of people had. All in all, it didn't seem as terrible as Torchwick was making it out to be. "Doesn't that just mean they're offering people a way out of poverty? What's so bad about that?"

"Offer? You say that like it's a choice. ' _Join the military or starve'_ isn't a choice, not a real one anyway." He shrugged. "I don't expect someone like you to get it. You actually _enjoy_ toeing the line."

Ruby frowned, feeling a need to defend the academies from Torchwick's dismissive scorn. "But they gave you a chance, right? Didn't you enjoy studying there?"

"Enjoy? Hah! I'd like to shoot whoever came up with the team names in the face." His gaze slid over to her. "Besides, I'm no good at any of those bullshit Huntsmen stunts you idiots like to pull."

"Mmm," she agreed. "You do kind of suck at fighting."

He twitched. "Hey, I'm not _that_ bad!"

"... in a team," she finished for him. "You're not very good one-on-one, though."

"What can I say? I'm a lover, not a fighter."

" _Eww…_ Thanks for the unnecessary mental image." Ruby made a face, and Torchwick laughed at her. It was a cleaner sound, as though her candid reaction had diffused some of his tense anger. She watched his face slacken, his entire posture loosening ever so slightly.

"They wanted to keep me anyway, take me off the front lines and turn me into one of their nancy flyboys." He made a noise of disgust. "There's a difference between being good at something and liking it. That's why most mercenaries are Atlas's dropouts."

"Still, if they hadn't given you the chance to pilot, we wouldn't be here right now," she pointed out.

"And what a shame that would be," he deadpanned. "Don't get me wrong, I enjoyed learning how to shoot things. It was the _on command_ part I had trouble with. I gotta hand it to them, though - they did teach me a few marketable skills." His chortled.

Ruby gave up on trying to convince him of Atlas's good intentions; it was like talking to a wall. To be fair, she'd never visited Atlas before and she wondered how much of Torchwick's truth reflected reality.

 _It can't be all that bad if Weiss grew up there_ , a part of her argued.

 _Weiss spent all of her time trying to run away, though_ , another part reluctantly noted.

She tugged on the end of her hair, growing annoyed at the seed of doubt Torchwick had planted. Forcibly pushing it aside, she focused on the larger problem at hand. "Fine, so you dropped out of Atlas to become their biggest embarrassment to date. I don't get what that has to do with hating the Faunus though! What'd they ever do to you?"

Torchwick stiffened up again, the atmosphere between them chilling. "You're still going on about that? And here we were doing so well." He groaned. "Listen. Faunus are nothing more than stupid, lying, dirty animals. Everybody in Atlas knows that. I'm not alone in my opinion here! _You're_ the weird one."

Ruby fell silent, studying him as she tried to grapple with the problem. _How do you even talk to someone whose idea of reality is so different from your own?_

"What?" he said, glaring at her. "Stop staring at me like that."

She frowned. "Like what?"

"Like you're judging me!" he snapped.

She tilted her head. "Why? Am I making you uncomfortable?"

He grimaced. "Don't ask dumb questions, kid."

 _Hmm._ "I don't think it's a stupid question," she countered. "Why does me staring bother you so much? _So what_ if I'm judging you? It's the same thing you do to every Faunus you meet."

She thought of how he'd mocked her for her empathy with the Faunus, as if it wasn't genuine. "I know I've been lucky… I had a family that cared about me and was well-off enough to send both me and my sister to Vale. I don't know what it's like to struggle every day just to survive." She dropped her chin into her palm, her weariness returning as she tried to understand Torchwick - with no success. "But you do. So you know what it's like for them, too. Are you judging them for not being able to get away the way you did?" The headache nestling at the back of her skull grew more intense, making it hard to concentrate. "Did you ever really get away in the first place?" she mumbled, struggling to keep her eyes open.

 _He might seem normal sometimes, but I can't trust this guy. Don't fall asleep!_

She waited for his reply, but Torchwick didn't answer her, so she doggedly kept going.

"You said you hated everything about your school. But you also said everyone in Atlas thinks about the Faunus the same way you do. How does that even work? They were wrong about everything except that? Is that really the only thing you managed to learn?"

"That's not-" His explosive sigh jolted her awake. "Listen, I get it. You don't like it when I insult the Faunus. Since you took care of things in River Dell, I'll make an effort. But ease up on that guilt trip! You're bothering me."

 _Wow._ Ruby blinked. Torchwick was being unusually forthcoming; she rifled through their one-sided conversation, trying to remember what she'd said that set him off. "Uh, yeah. Okay?"

Her confusion must have been apparent, because he looked even more annoyed than before. "I'll stop calling them mutts, so you stop looking at me like I'm not human! Happy now?"

"Not really," she said honestly. "Just because you're not saying it doesn't mean you're not thinking it. But… thanks… I guess? Oh, and don't call Blake a bitch anymore, either."

He grunted. It wasn't a pleasant sound, but she took it as his version of assent. _Good enough for now_ , she decided; she was much too tired to continue talking to herself in Torchwick's direction. Shifting around in her chair to find a comfortable position, she pushed him out of her mind and crossed her arms, settling down to rest.

Torchwick cleared his throat. Ruby drew her brows together and kept her eyes shut. _So ready for a nap right about now-_

"Hey, kid."

"..."

"Kid?"

She smacked her lips.

"Little Red!"

Her eyes flew open. "What?! And my name's not Red!"

Torchwick didn't seem phased. "Well what is it then?"

Ruby stared at him, incredulous. "You interrupted my nap because you were too lazy to find out what my name was after _three years_?"

He shrugged. "It never came up."

"Oh. My. God." She slouched back into her seat, seething. " _Ruby! Ruby Rose!_ My name is _Ruby Rose!_ " She closed her eyes and tried to take a few deep, relaxing breaths.

"Quaint," he said, and she whimpered.

"So, Miss _Ruby Rose_ , I've been meaning to ask you this..."

"Can it wait?"

"Not where we're going, it can't."

She sat up again. "Maybe I should've let the Grimm get you after all," she muttered under her breath.

Torchwick ignored her. "How'd you do that thing with the dragon? Back in Beacon?"

Some of her ire ebbed away; so maybe it _was_ a valid question after all. "I don't know," she admitted, a little embarrassed. "I guess you could say I just got… really emotional, and then it's all a big blur. I don't remember much. Everybody told me it had something to do with my eyes."

"You don't remember? Silver shockwave, Grimm popping like soap bubbles? Would be a little useful in the near future if you could jog that memory somehow."

"It's not a weapon I can pull out like my scythe," she said. "I wish I knew how to use it as much as you do. But as far as I know, someone I care about has to die first, so I'm not planning on testing it out anytime soon."

Torchwick looked thoughtful. "Shame, that."

Ruby's eyes narrowed. "If you're thinking about kidnapping one of my friends and killing them, I'm sure I'll be able to remember how to use it on you."

He put his hands up in a gesture of innocence. "Who, me?"

She huffed loudly and readjusted her position in the seat. A silence - companionable for once - reigned between them, and her eyes drifted shut again.

"By the way..."

She turned towards him, bleary. "You're doing this on purpose, aren't you?"

The corner of his mouth twitched. "Maybe." Then he looked at her. "But seriously. How'd you grow up so fast? Did they feed you some growth hormones at the academy? Three years ago you were just a pipsqueak. A pipsqueak with a big fucking scythe, but still a pipsqueak. What happened?"

She shrank back into her seat a little, Jaune's admonishments ringing clearly through her head. "Dunno. I guess I grew up fast," she mumbled. It wasn't _really_ a lie.

 **.x.x.x.**

"-ed. Hey, Red."

The voice buzzed at the edge of her consciousness, drawing her out of sleep. She made an unintelligible noise and tried to curl in on herself, floating back into the comfortable darkness.

"Damn it, kid. Rose? C'mon, wake up, Rose. _Ruby!_ "

"... Torchwick?" Hearing him say her name was strange enough to rouse her completely. She sat up, rubbing the sand out of her eyes. "What is it?"

"We're here," he told her, his voice odd. It took her a moment to realize it was missing its usual arrogant undertones.

As she leaned forward to look through the windshield, she soon saw why. Exsul loomed beneath them. A myriad of black specks that she _knew_ were Grimm circled through the sky around a weathered mountain in the distance. Torchwick was flying low, sticking close to the treetops to lower the Bullhead's profile while aiming for said mountain. They must have made landfall quite some time ago, because she couldn't see any traces of the ocean; instead, a dense, dark forest stretched out in every direction.

For the first time, Ruby felt the full weight of the mission she'd taken upon herself. _I'm here on the Grimm continent… stranded, with only Torchwick as my backup._ She swallowed. Here, of all places, she couldn't afford to lose her nerve - the Grimm would actually _notice_. She straightened, resting the flats of her hands on her abdomen, and focused her breathing. "Don't dodge it. Go through it," she exhaled.

"Have you lost your damn mind?"

Her eyes flew open. "Huh?"

"If you wanted me to cut through them, we'd need a warship!" he seethed, looking pale and… generally unwell, compared to his usual self.

"Oh! No, I was thinking out loud. Uhh, please don't fly us through that flock of death up ahead," she added quickly.

"Talking to yourself?" He glanced at her. "Do I have to worry?"

"I was _meditating_ ," she snapped, suppressing her rising temper. "Being here is making me a little edgy, okay?" She considered Torchwick for a moment; it seemed like he was feeling a little edgy himself.

 _Maybe I can help._

"Listen, this is something my uncle taught me. You can't win against Grimm when you let fear steal your strength." She closed her eyes and readjusted her position, this time enunciating clearly. "Focus yourself. Take deep breaths. What's out there, it's scary. And it's coming, whether we want it or not." She inhaled deeply. "Don't run away. Face your fear. It's a prison, and the freedom to win is on the other side." Another deep breath. "You need to find your key."

 _Why am I here?_ She thought of Penny's eager smile. Pyrrha, drifting away like cinders on the wind. Jaune, sitting alone with his head buried in his hands. Glynda's face, tight with a look of hopeless determination. The dark smudges under Weiss' eyes as she whispered through her scroll. The yawning gap where Blake used to be, and Yang's distant stare as she lay unmoving in her bed.

 _I can't stand back and watch it pass me by. I need to do_ _ **something**_ _. And fighting is what I do best._

"My heart is stronger than that fear," she said, grasping her key and unlocking her door. She opened her eyes, feeling calmer and settled. "I'm ready now." She looked at Torchwick. "What about you?"

He looked grave; she wondered, once again, if her words had any effect. _Do they ever?_

"What is it with you and all this talk about keys and prisons?" he muttered. He didn't seem upset, though, and some of his waxy pallor had faded. With some of the tension gone from his expression, she realized how plain _tired_ he looked.

"Hey, maybe you should set us down somewhere? You look like you could use a rest."

His brief smile was mirthless. "As if I could sleep here," he muttered. But he did slow the ship down, scanning the ground for a break in the tree line.

They set down in a small glade shadowed by the mountain; Torchwick powered down the ship and an eerie silence rose. Dense as the forest around them was, Ruby couldn't hear any sign of life outside, besides the quiet rustling of tree leaves.

"Why aren't they attacking us?" she stage-whispered.

"Don't jinx it," he hissed, unbuckling his belt and standing. "At least not until I refuel the ship."

"Don't you want to rest first?" she asked, getting up and stretching out her sore limbs.

"Being tired won't be an issue if you can't make a fast getaway," he told her, opening the hatch. "Here's a life lesson for you, kid: Always plan your escape first. The real victory is living to see another day."

"Well, that is your specialty," she admitted, following him through the ship. "Can I help?"

He nodded towards one of the crates of Dust, and she groaned, sorry that she'd asked.

"Complain about it when you're dead," he said, obviously in no mood to joke. "And keep an eye out for Grimm."

Roughly half an hour later, Torchwick finished tending to the ship. He'd let Ruby go as soon as he didn't need her arms, and she took it upon herself to defend their position. From nothing more threatening than a few lone Lepus, it seemed; for being the Grimm continent, there was a surprising lack of Grimm in their immediate vicinity. She made a final sweep of the glade's perimeter, returning to the Bullhead as Torchwick cleaned up. "All done?"

He nodded, trudging into the ship's hold before flopping onto the floor, clearly exhausted. She followed him in. "Just keep the hatch open while you sleep," she told him. "It'll be easier for me if I need to fight."

Torchwick looked at her with a sneer. "I told you, I can't sleep here." He turned away from her. "Too many Grimm."

"Try anyway," she said sternly. "You're useless like this when you're a walking zombie."

He grunted, but put one arm behind his head and tilted his bowler hat over his eyes. "Wake me up before sunset."

Ruby crossed her arms and smirked. _So much for putting up a fight._ She tilted her head, listening, then grinned. He was already snoring. Tiptoeing to the edge of the ship, she looked up at the sky.

"Sunset? How am I supposed to know when that is?" Dark clouds boiled overhead, completely obscuring the sun. They weren't heavy with rain; rather, they seemed like an unnatural, dense fog blanketing the entire continent in shadow and skewing her sense of time. Was it early morning? Late afternoon? Without her scroll, she couldn't tell.

Seating herself on the edge of the hatch, she planted her chin into her palm and stared into the quiet forest. It would almost be a relief if some Grimm appeared; it was unsettling to be somewhere so green and yet so devoid of any presence of animal life.

The minutes ticked by slowly. Lost, without a sense of time, she grew bored. Checking over her shoulder, she saw Torchwick fast asleep, dead to the world. His stolen gun lay abandoned next to him, alongside his cane.

 _Hmm._

Her eyes traveled between the rifle, the cane, and the remaining crates still stacked in the back of the ship, an idea blossoming. "I'm sure he won't mind," she told herself as she crept in. After securing both of his weapons, she slunk over to the crates. "Well, okay, he probably will mind, but I'm sure I won't care," she added, digging through them until she found what she needed. She settled back at the entrance to the hatch and spread the equipment around her, grinning.

Tinkering always was the best cure for boredom. "Hello, my babies," she told the weapons. "I'm Ruby. It's nice to meet you. Want to get to know each other a little better?" With a smile, she reached for the cane.

 **.x.x.x.**

"Nnng…"

Ruby looked up at the loud moan.

"Hnn… stop… 'way from me… rrgh…"

Torchwick's hat fell away as he jerked his head from side to side. His fingers spasmed, then his legs kicked briefly.

 _Must be a really bad dream_ , she thought. She wondered if she should wake him, considering his reaction the last time.

"Hmph. Comparing my face to his nightmares? As if."

Still, when he let out another tortured groan, her conscience got the better of her. This time, however, she stood further away from him and nudged his calf with her toe. "Wake up!"

He flew forward, grabbing his hat as though it were a weapon and looking around with wild eyes. When the veil of sleep fell away completely, he coughed and planted the bowler back on his head, straightening it with an air of dignity.

"Thanks," he grumbled, not meeting her eye - until he saw what she was holding. "... What did you do to my rifle?" He took another look, then did a double-take. "No wait, _what did you do to my cane?_ "

"Well, I was bored, so-"

"You were _bored_?" he shouted, striding past her to scoop his mangled cane off the floor. "You were bored, so you destroyed Melodic Cudgel?!"

"Oh," she said, feeling a little guilty. "I hadn't realized you named it. Sorry?"

"Sorry doesn't cover the half of it," he ground out, murder in his voice. He looked up at her with a glint in his eye. " _What did you do?_ "

"Well, you seemed to like your cane-"

" _Melodic Cudgel!_ "

"... Melodic Cudgel, but really, the Atlesian rifle has much more utility. And I figured you'd want to do your best to survive here, and you can't run around carrying two full-sized weapons if you want to use them properly, so…" She kept on babbling, watching his reactions closely.

 _Not like I don't get it_ , she admitted to herself. _I'd probably skin him if he'd messed with the Crescent Rose. How was I supposed to know he'd named it?_

"Stop talking," he said, dropping the remains of his cane with a clatter. "And give me that gun," he added, pointing at the rifle in her hands.

"Wait!" She bit back the urge to add " _Don't shoot!"_ "I need to explain what I did to it first." She held up the rifle, pointing to the switch. "I made the transitions a little smoother. And more stylish of course!" She slashed, bringing the rifle to its full length in demonstration. "See? Faster. Plus I strengthened the barrel, so when you extend it into marksman mode, you can still fight with it like a baton. And I added a surprise, because you can never have too many sharp pointy things." She thrust the barrel forward, and a wicked-looking blade slid out with a soft snick.

Torchwick's face still looked like thunder.

 _He's a seriously hard sell…_ "Also, I worked in another setting," she added hastily. "If you turn it down like this…" She flipped the gun, watching it fold in on itself. "You can go into ultra-compact mode, so it's easier to carry. And it's a flare gun just like your cane was, see?"

He still didn't look happy, but he'd stopped advancing on her at least. That might have been because she was swinging his weapon around, though. "So, umm… can you maybe not shoot me?" she finished, offering him the gun.

Torchwick snatched it out of her hand with a scowl, then spent a few moments cycling through the rifle's modes, testing each one out by pointing it at her head. She bent her knees and kept a close eye on his trigger finger.

Finally he lowered it, turning the rifle over a few times in his hands. "Not bad," he said grudgingly. "But where's the hook?"

"Oh, that…" She rubbed the back of her head. "I couldn't really find a way to fit it onto your gun, but it did seem pretty useful, so…" She pulled out her own rifle and flipped open the scythe, pointing the butt-end towards him. "It's right here!" Turning, she flicked the handle out, sending the pointed - and now detachable - blade mounted there flying, before pulling it in with a snap. "I was thinking about calling it the Candlethorn. You know, because-" she cut herself off when she saw his reaction.

Torchwick's visible eye was twitching. " _You stole my chain?_ "

"Well, you did just get a brand new gun out of it," she said defensively.

She swore she could hear his teeth grinding as he lowered his head. "Just one question." He looked up with an air of resignation. "What the hell is this?" He pointed to the butt of the rifle, where she'd crudely scratched in the letters "R.T." under her trademark rose.

"Ah… Well, I sorta named her. She's the Ruby Tuesday! Normally I'd paint her so she'd look even more awesome, but we kind of lack the resources here."

He gave her a doubtful look, then slung the gun over his shoulder. "Melodic Cudgel had more style," he said gruffly. "This thing is going to ruin my image."

 _He took it! Victory!_ After taking a moment to internally cheer, she gave Torchwick her sunniest smile. "But now you can ruin a few Grimm along the way too, right? It's a weapon worthy of a real Huntsman!"

What had looked like the beginning of a grin dropped off of his face.

 _Whoops._

"Let's get moving," he said after a moment. "We've been lucky that the Grimm haven't noticed us so far, but we want to reach that mountain before sundown."

Ruby nodded; it was a good plan, considering how active the Grimm would become when night fell. Still, a niggling sense of doubt plagued her as she followed him off the ship.

"Can I ask you something?"

"Would you listen if I said no?" He didn't bother turning as he forged into the forest, so Ruby rushed ahead to walk at his side.

"How do you know where we're supposed to go? Have you been here before?"

Torchwick's steps faltered, and he grimaced. "No, I haven't. But I have a feeling about this."

Ruby blinked, incredulous. "You have a _feeling_? We came all the way to Exsul to follow your _feelings_?"

"What else do we have to go on?" he said, and she stopped herself from lashing out. _Right, he's here for Neo. He sounds… pretty miserable._

"Is there something you're not telling me?" She cleared her throat carefully. "I know a little bit about losing my best friends too. So if you want to talk about what's bothering you…?"

"Sure," he said, extending Ruby Tuesday to beat the undergrowth out of his way. "This place is going to be murder on my shoes."

She sighed. "Could you please stop doing that?"

He stopped and turned on his heel, looking angry. "What? Deflecting your nosy little questions with sarcasm? I don't get it. Why do you keep trying to be so friendly? What do you want from me? You're useful, I'll give you that, but we live in two different worlds, Rose. Once this is over, we're going to be standing on opposite sides of the fence again."

"Hey! You used my name again!" Ruby couldn't stop her triumphant grin from spreading.

He slapped his forehead. "You completely missed the point!"

"You're the one who did that," she said, stepping in front of Torchwick. "I meant stop making so much noise by trampling through the bushes. You're such a city slicker!"

"Says the country bumpkin," he shot back, though he did pull out his gun at the same time she raised Crescent Rose.

"Look at what you did!" The underbrush rustled and a group of Boarbatusks emerged, snorting and pawing. "Okay… well, at least this group will be easy to take care of. Let's do this!" She took off at a run, jumping while firing her rifle at the leader of the pack. She used the recoil to twist above the herd, her eyes darting back and forth rapidly, picking out targets. _One, two, three, four, and then five_ , she decided, readying her weapon.

A particularly large Boarbatusk who jumped towards her was her first victim. She turned her fall into a rapid spin, slicing through it as her scythe unfolded, then stretched out a foot to land heavily on the head of the second, crushing it into the ground. Pressing the barrel of the rifle between its eyes, she fired one more time to make sure it was dead and send herself airborne.

 _Easy,_ she thought with satisfaction, using her momentum to aim for the third. _I have the rhythm of the battle now._

The was a loud pop, and her next target dropped before she could pull her trigger.

"What?" she yelled, scrabbling to stick the landing at the last second. She hit the ground with a thud where the dissolving Boarbatusk should have been. Somehow she managed to convert her disastrous fall into a clumsy roll to her feet, bringing the business end of the Crescent Rose around quickly.

Another Boarbatusk was making a spinning charge at her. She took aim, and-

 _Crack!_

It dropped like a stone, skidding to her feet before evaporating into wisps of smoke.

Picking up the Crescent Rose, she spun the scythe in a wide circle, certain at least one of the herd was taking her moment of surprise to sneak up on her.

 _Crack!_

Another one dropped before her blade could connect with it.

"Torchwick," she growled, gripping the hilt of her scythe. She shot him a death glare as he downed two more of the herd from his vantage point, cackling. He seemed to only be picking the ones that were within her range; easy for him to do from relative safety, since she'd thrown herself into the center of the fray assuming that he'd follow.

"This gun is really something else!" he said gleefully, taking aim at another Grimm. "You upped the firepower too, didn't you?"

 _That jerk is enjoying this!_ She stamped one foot, fuming. "Stop stealing my kills!"

He stopped shooting to shrug at her. "Then kill them faster."

"Rnnnnng!" She roared, pulling the Crescent Rose out of the ground and spinning it above her head. A small cyclone was beginning to form when she brought the hilt to an abrupt stop, letting her new chain scythe fly. Candlethorn whipped around the forest with a deadly whistle, slicing apart the leaves and branches on the surrounding trees and bushes, as well as the Grimm hiding between them.

As she reeled in the chain with a violent snap, a tiny part of her noted with satisfaction that she'd forced Torchwick to duck and roll. Without checking if he recovered, she activated her Semblance and rushed towards the rest, gracelessly using her blade to cut them down as quickly as possible. Dust rose around her as she skidded to a stop before the corpses could vanish; she cleared the air with a decisive swipe of her scythe, then whipped her head towards the last few remaining Grimm hiding on the outskirts of her destructive rampage.

"Feeling lucky?" she snarled.

They took off in the opposite direction, squealing.

Satisfied, she folded her weapon shut. Then she located Torchwick and stomped towards him, still fuming. "Haven't you ever heard of a thing called teamwork?"

"Of course! I hear it works out pretty nicely for people who get along." He was dusting himself off, looking annoyed. "Watch your aim next time, kid."

"You didn't even try!" she exploded. "All you did was stand there and shoot things! _My_ things!"

"I'm not the one who took off without even mentioning what the plan was." He rolled his eyes. " _Always_ have a plan, Rose. Anything else is suicide."

"For your information, my plan was to get in there and break up the herd before they could rush us. I thought that was self-explanatory! Battles are like a dance, and you messed with my choreography!"

Torchwick regarded her with pure derision. "You and your fucking fantasy worlds. Battles aren't a _dance_ , Rose. They're about killing, killing as fast and as safely as possible. That's always going to be an ugly thing. You need to learn that _survival_ is winning. It doesn't matter how you get there."

Her anger dwindled under the force of Torchwick's lecture. His usual contempt was there, but there was something harder and colder beneath the surface of his words. Something about the way he said it warned her that he'd _lived_ it - but didn't _enjoy_ it.

"I- I didn't-"

"You didn't think, like always. You want teamwork?" His gaze sharpened and he pointed his rifle at her. "Then don't fuck around." Then he fired.

The blast was deafening; the shot whizzed past her head. She spun around with a cry - in time to see the enormous antlered Blackhart that had crept up behind her fall over with a heavy thud, its mask shattered around one eye.

"See? Teamwork," she heard him say through the ringing in her ears.

* * *

 **Notes**

"Lepus" and "Blackhart" are fan-made Grimm races by the artist Blue-Hearts. You can find great illustrations of them and more on her Deviant Art account, as well as these descriptions:

 _ **Lepus**  
While the youngest members of the species may appear as cute as normal rabbits, the Lepus is the sort of Grimm that is not to be underestimated as an opponent. In fact, there is a story of an Atlesian king and his band of knights being stopped by a single member of this species._

 _With their powerful hind legs, they can launch themselves at their victims at high speeds, tearing into them with sharp teeth and front claws. As Lepus get older, they develop impressive sets of antlers, which they use to gore their prey when they charge. Furthermore, Lepus typically travel in colonies and can overwhelm the unprepared through sheer numbers alone. One must also remain on guard if a Lepus burrows underground, as they are incredibly skilled at digging and older specimen have been known to use this skill to ambush Hunstmen and Huntresses._

 _The Lepus is said to be some of the most rapidly proliferating among all Creatures of Grimm; a statement that is corroborated by both field reports and mission requests for dealing with seemingly annual infestations._

 _ **Blackhart  
**_ _While several subspecies of this Grimm can be found across Remnant, their populations are largest in the icy tundras of Mantle. What makes these Grimm interesting is that they seem to be the one of the few species that exhibit sexual dimorphism. Male members of the species being characterized by their larger size, impressive racks of antlers and greater proclivity for aggression. While the females tend to be smaller and more docile, only attacking if cornered. However, both members of the species are known for their incredible jumping ability, to the point where some old stories have stated they are capable of flying._

 _Returning to the male Blackhart, their antlers are their greatest weapons, in more ways than one. The irregular patterns on their antlers can disorient inexperienced huntsmen and huntresses, leaving them open for a charge. Male Blackharts have also been known shake their heads from side to side to try and gore their victims on the prongs._

Torchwick's (completely made-up) Semblance is a combination of heightened vision and accuracy. When activated, he can see over great distances in sharp definition, has good night vision, and preternatural accuracy with ranged weapons. I've been calling it "Eagle Eyes."

"Ruby Tuesday" is based off of the real world FN-SCAR. It conforms to the RWBY universe's lack of physics and weapon logic by automatically transforming between its "modes" with a switch. It can be a flare gun, an assault rifle (close-range), a battle rifle (mid-range), and a marksman rifle (long-range). In its marksman form, it can also double as a baton / bayonet.

"Candlethorn" is just the chain-scythe Ruby attached to the handle of her Crescent Rose - she didn't change the name of her entire weapon.


	9. 08: Who Is It

**08: Who Is It (Carry My Joy On The Left, Carry My Pain On The Right)**

The Grimm were getting louder. Roman blinked away a drop of sweat that trickled into his eye, wincing from the sting. He wondered if their voices would become more or less bearable if they would form into words he could understand. The whispers in his head were a constant tide of white noise, washing over his thoughts while pulling his feet inexorably towards the mountain.

"This is why I prefer cities." At least there the noisiness of humanity could cover the scab in his mind. Being alone, away from the raw energy of densely packed humanity, was ripping that wound wide open.

"What'd you say?"

 _Well, maybe not alone._ He stopped when the girl did and leaned against a tree. He'd allowed her to take the lead hours ago, as she'd proven herself to be better at both reading the terrain and reacting to unexpected Grimm attacks. It meant less work for him, but also more time to dwell on the plague invading his thoughts. He wasn't sure, but he suspected Rose was beginning to notice something was wrong.

"Nothing you need to know," he told her brusquely.

She frowned at him; he was getting too familiar with her wordless expressions of disapproval. It was a little like reading Neo's face. This particular frown was saying she didn't believe him and was going to launch a probe. She took a deep breath.

 _Deflect and distract!_

"I wanted to ask you something, Rose." That got her attention; every time he used her name, she'd settle down and stop heckling him - something he had no hesitation to take full advantage of. "Know anything about what Ozpin was planning before Fall blew a hole through his fancy tower?"

Her expression became guarded. "Why're you asking?"

So she still didn't trust him completely. _Good girl._ The stray thought caught him by surprise. "Information is power," he told her, recovering smoothly. "Maybe I'll be able to figure out something that will up our chances of staying alive once we get there."

"Why are you so convinced we're going to die? And where's _there_? The mountain?"

"Yeah. It's where we need to be, I know it. Whether or not we can get past the Grimm surrounding it is something else though."

"Well this is a first," she replied. "I've never seen a criminal mastermind doubting his grand plan before. Are you admitting that you might not know the answer to everything?"

"I don't need to know the answer to _everything_ , only the things that concern my personal safety. This happens to count." He grimaced; whenever she annoyed him, the whispers would rise to a deafening crescendo.

"Do you need to rest? You don't look so good." Rose looked almost worried.

"No, what I need to do is reach that mountain before nightfall. And _we_ need a plan to get in." _Shut up_ , he snarled at the whispers in his head, willing himself to concentrate. "I'm trying to be realistic here. Even if we can slash our way out of this jungle, did you see what's waiting for us beyond it? Only the biggest, baddest Grimm in existence! Going up against a herd of Goliaths isn't the same as a herd of Boarbatusks. Doesn't matter how good you _think_ you are, even you can't handle that. And they're not exactly going to welcome us in."

Rose crossed her arms, looking thoughtful. "You may be right, but isn't it weird? So far, we haven't been attacked by anything more dangerous than what you'd find in the forests around Vale." She narrowed her eyes. "I'd actually say we've been attacked less."

"Less? This is less?" His surprise was genuine; their journey had felt grueling to him. They'd been ambushed by various Grimm populating the forest almost every step of the way. On the plus side, at least the sack of spare ammunition was getting easier to carry.

"You don't leave the cities much, do you," Rose said. "Ever since the communication networks collapsed and the Dust shortages started, it's been brutal out there. They're even sending academy students on Huntsman-level missions regularly now. This is pretty normal by comparison."

"Huh." He shrugged. "Can't say I could tell. I do my best to avoid living in the wilderness."

"Why am I not surprised?" Sighing, she started trudging through the forest again, beckoning for him to follow. "I can't blame you. A lot of people have been moving into the cities for protection lately. Almost half of our missions from Haven have been defending farming villages just to get the people to stay there and keep growing food." Her shoulders slumped. "That city life you enjoy so much is being protected by the Huntsmen you hate."

He watched her picking a path between the trees, chewing over her words. "Your family… they're farmers?"

Her footsteps paused. "Everyone in my family has been a Huntsman… or a Huntress. You have to be if you want to live outside of a city." She continued walking, growing silent and withdrawn.

"Touched a nerve, did I?" he muttered, scrambling to catch up to her. "Even if that's the case where you come from, that doesn't change what they're doing in Atlas. Just about everyone enrolls in one military academy or the other. And let me tell you, those schools' goals are not to _support_ life. They're making a standing army to use against any and everything that opposes their government. You're just lucky that it happens to be Grimm this decade."

"Not everywhere is like _your_ Atlas," Rose said coolly. "I don't even think your Atlas really exists. I'm not saying it's perfect; I'm just saying you're _wrong_." She still wasn't meeting his eye.

It was frustrating; she didn't believe a word even when he was telling her the plain truth. He wanted to throw his hands up in disgust and let her continue living in the fairy-tale she called her life. But he needed her to _talk_. That whinging voice of hers was the only thing standing between him and the Grimm's insanity.

"Atlas is a cesspool, and believe me, I'm its best representative."

"You?" She stopped to gape at him. "You're their number one wanted criminal!"

"Best-dressed criminal, you mean," he said with a smirk, tipping his hat for effect. " _I_ am the product of my times. Underneath that shining image they like to polish up, they're rotten to the core." He bared his teeth at her in the parody of a genuine smile. "They just don't like it when word gets out, which is why they make people like me disappear."

"They make people like you disappear because of your criminal record. Besides, you're a known liar." She scoffed. "I'd rather believe in Weiss, and Weiss believes in Atlas. She wants to change things there. If anyone can do it, it's her."

"You mean the Ice Queen? Hah!" His laughter died under the glare Rose directed towards him. "You mean you're not joking? She really believes she can change anything?" He forced out another laugh. "Okay then! Wish her luck with that."

"What's that supposed to mean?"

On the plus side, he'd successfully scored Rose's full attention. The downside was that she was being unusually observant.

"You know something, don't you?" Her eyes were alight with determination now. "You know something about Atlas that you're not telling me!"

 _Well, it can't hurt._ "I'll do you a favor because you've been helpful so far. Tell your Snow Princess not to push her luck. If she really challenges her daddy, he'll walk over her corpse the same way he does to the people of Atlas, daughter or not. You don't want another dead friend, do you?"

"What are you talking about? Weiss's father wouldn't kill her!"

"Of course not," Roman said confidently. "He'd probably hire someone like me to do it for him." He studied Rose from the corner of his eye; her face had drained of color as she struggled to process his tip. He frowned.

 _I've never needed to pay back my debts before. Why am I starting now?_

"I'm not saying this because I hate Atlas, although, well… I do." He shrugged. "Fall was planning to go after the SDC after Beacon fell. You may have stopped her plan, but she definitely had one. I was a part of it, remember?"

Rose was watching him carefully now.

"Jacques Schnee is hiding something. Something big. Whatever it is, Fall wanted to get her hands on it, and she was willing to do whatever it took. That secret - whatever it is - is more important to him than his family's own blood."

"Why are you telling me this?"

 _I don't know._ "... Maybe I don't want to see you lose any more of your friends." _Fuck, that sounds like I actually care._

He paused, feeling uncomfortable. _Do I?_

"Or I'm just messing with you because you're so gullible." He grinned, but she didn't react with anger the way he'd expected.

"I… I think I believe you. Thanks."

 _What?_ His head whipped towards her. Then his eyes narrowed. _No. It's not just because of the things I said._ "You're the one who knows something, aren't you." His grip on Ruby Tuesday tightened. _Fall never trusted me enough to tell me what it was she was after. Don't tell me this kid-!_ "Hey, tit for tat. Tell me what you know."

"I'm not sure _what_ I know. Jaune's the one who spoke with Ozpin. It's just that he said-" She stopped talking.

"Oh no you don't," Roman hissed. "Not when it just started getting interesting."

"What's your goal in all this?" She stopped walking and faced him squarely; he noticed that she hadn't lowered her rifle. "You were working with Cinder before. Up until two days ago, you thought you were _still_ working with her. As far as I know, you're only here because you want to kick the legs out from under the table of civilization _with_ Neo instead of without her."

 _Damn it!_ "I liked you better when you were dumber, you know." As soon as he masked his growing frustration under his usual relaxed banter, she tensed and raised her weapon.

 _Maybe she's not a complete idiot after all._ Still, considering who it was who was pointing the gun at him, a little de-escalation was in order.

"Listen! I'm not going to destroy the world as we know it! I'm just trying to survive, carve out a little space for me to do what I want, and have access to a few of the _finer_ things in life." He thought longingly of his cigars; he hadn't seen one since Neo had bribed him with it at that bar in Atlas. "I'll admit, there was a little schadenfreude going on there with Fall's methods, but Neo and I, we didn't share her goals. We were just in it for the money."

"Where were you planning on landing, anyway? Once her big plans were over?"

"Not Atlas," he said confidently.

"Then was it Vacuo, the hardest place to scrape out a living? Or maybe Mistral, to settle down to a life of constant fighting as a crime boss? Because you sure don't want to settle in the Menagerie, and you already destroyed the most important parts of Vale."

He winced. Vale had been a pretty nice city, all things considered. It was clean, it was easy to live in, and it didn't have the half of the fucking problems the other kingdoms did… _before_. He wasn't so sure Goodwitch's dictatorship would still qualify it as a kingdom anymore. "If it wasn't for Ozpin, Vale might not have suffered. He's the reason Fall went after them first."

"Ozpin was the linchpin that held Vale together! If taking him down was the first step in her scheme, just what do you think she had in store for the other kingdoms? You're always calling _me_ stupid, but what about you?"

 _This wasn't what I planned._ He had a splitting headache, and her vocal anger fell against his ears like hammer blows. The whispers grew clearer as his hands twitched around Ruby Tuesday. _It'd be so easy to just shoot her…_

"You wanted to run away from everything you did and live like it didn't matter! Good people died because of you!" she yelled, and no, she wasn't any different from the rest of her team - she hated him just as much as they did.

 _This bitch... just another liar, like everyone else._

"What did you think would happen after that, huh?"

His head throbbed.

" _Answer me!_ "

Something in him cracked. "I thought Atlas would burn!" he roared. "That's what I wanted! To see those smug bastards rot in the hell they created! And I thought Fall and the White Fang could actually do it, until _you_ came along and fucked it all up!"

His gun was pointed at her, and she took a step back, looking surprised. "Y-you hate Atlas that much?" she asked, eyes wide.

"You think I'm the thief here? They stole my life!" _Shut up!_ His mouth wouldn't listen; it was like Rose had chipped a crack into the dam of his emotions, and he couldn't stop the tidal wave of hatred he'd trapped there from pouring out. "You think I was some idiot kid dreaming about becoming the world's most notorious criminal? _Who does that?_ All I wanted was to get away from that fucking academy! I didn't want to be a fucking _Huntsman_ , or a fucking _pilot_ , or a fucking _soldier_! Neo and I wanted to escape from that shithole, but our teammates just had to try and stop us. They were idiots just like you. Goody two-shoes blinded by loyalty, willing to do anything for that fucking school!"

His breath came out in harsh pants; sporadic bursts of white light were blinding him, clouding his vision. He tried activating his Semblance, but his head hurt too much. _Kill,_ the voices said. _Kill her._

 _Shut up!_

"Torchwick?" Her voice was no longer shrill with indignation and fury.

His eyes snapped open; Rose was in front of him, her hand on the barrel of his rifle. She'd pointed it away from her and towards the sky, but hadn't let go.

"What happened to you in Atlas?" she asked carefully.

"Why the hell do you want to know?"

"... because you're crying," she said.

 _What?_ He blinked, then jerked away from her, snatching his rifle out of her hands. His head still hurt, but he could see straight again, and the noise of the Grimm had died back down to an unintelligible murmur. And, she was right. "Well, fuck."

"Want to talk?"

He didn't deign to answer her, though he did fold his gun back into its ultra-compact mode.

In response, she flopped to the ground by his feet. "I'm tired," she said loudly. "Let's rest here for a minute."

After a momentary struggle with himself, he slid down next to her. One glance at her face told him more than enough; he settled in for her interrogation.

"What was the name of your team?" she asked.

"REND," he groaned.

"Mine was RWBY," she replied, and he cringed. "Hey, I thought it was awesome! I was only 15 but Ozpin made me the team leader. I could even boss around my older sister!" She smirked at him. "You too, huh, _Roman_?"

He grit his teeth. "That's Torchwick to you, kid. Fall called me Roman. Still gives me the heebie jeebies." He shuddered.

"Who were _E_ and _D_?"

Roman twirled his flare gun idly around one finger. "Why should I tell you?"

Rose sniffed. "Maybe it'll help with your headaches."

He twitched, and she laughed.

"What? How could anyone _not_ notice? It's not like you normally enjoy talking to me."

"I thought I was being subtle."

"I don't think you know what that word means." She grinned. "So… what about your teammates?"

He thumped his head against the tree trunk they were leaning against. "You're a bulldog. Everyone thinks you're a harmless little poodle until you open that mouth of yours and bite."

"Yup!" she agreed cheerfully, then planted her chin in her palm and stared, waiting.

"Ugh, fine. Ecru and Dandelion. Fools," he spat. "We were a good team. Effective. Didn't see eye-to-eye on everything, but we managed to make it work. Until it didn't." He took a deep breath; Rose was still watching him.

He hadn't touched those memories for good reason. _This is why you don't need friends. "Friends" will always stab you in the back as soon as their best interest doesn't match yours._

"They tried to stop us. Neo and I, we stole an airship. And _maybe_ a little Dust, just to get back on our feet afterwards. Leave, that's all we were trying to do. Atlas doesn't let you if they spent any of their precious resources on your training, though." He took off his hat and ran his fingers through his hair. "Maybe they didn't know. Maybe they did. I'm still not sure. But they were firing these mortar bombs at us, and we just… the Dust..." He clenched his fist reflexively. "Those idiots. I mean, it was a fucking Dust depot! They forced me to choose. If they'd hit us, they'd have blown us right out of the sky."

"... So you hit them first," she finished.

He coughed out a dry laugh. "I guess most Huntsmen don't have murder under their belts for the graduation ceremony." He considered. "Or grand theft and destruction of property."

"You must have felt something, though. They were your teammates…" She trailed off, then looked at him again.

"Felt something?" He growled. "I didn't _feel_ , I _learned_. Those two assholes taught me the value of that magical school friendship you love to tout. I don't regret what I did that day! It was us or them."

"Wait a minute… how old were you then?" Rose peered at him while silently mouthing off numbers.

"What does that have to do with anything?" he asked, irate. "Get your face out of mine!"

She pulled back, eyes wide. "Ironwood was your headmaster, wasn't he? He'd have to have been, right?"

Roman shifted uneasily. _What's she getting at?_ "Yeah. So what?"

"We learned about it at Beacon. He was the first headmaster to let Faunus join Atlas's Huntsman academy. He got into trouble for it at first too, didn't he? If I read your file right..." She counted down again on her fingers. "You'd have been one of the first non-segregated classes."

 _Damn it._ He looked away from her, scowling.

"They were Faunus, weren't they? Your teammates."

"This kid," he swore under his breath. "Yeah. Is that what you want to hear? They were a pair of mutts who turned on us like our team meant nothing." He stopped, angry at the way Rose made the words spill out of him like hot, bubbling lava. "We made nice with them, and what did we get as thanks? Those fucking _animals_ tried to kill us."

"Stop it!" She sat back to punch his arm, and not lightly either. "That's for calling me stupid, stupid!" she yelled.

"The hell!" he yelped, grabbing his arm. "What was that for? I thought you wanted to hear this!"

"You're the one who doesn't want to hear it! Can't you even tell why they fought you? They were Faunus! Your team was their chance! You were their _leader_ , and you betrayed them!"

"Hey now! They shot first!" He tried to get angry, but there was something about the way she was glaring at him that was pouring a bucket of cold water on his temper.

Despite her anger, it looked like _she_ was the one who wanted to cry, now.

"They had to prove they were just as good as humans to the rest of the world! That they weren't _animals_. What if they'd have gone along with you? What would have happened to all the other Faunus at the academy? You were the ones who forced them to choose first. Can't you even see that?"

He blinked and tried to push down his bitterness. _See what?_

Rose watched him grappling with her question, and hung her head. "Of course you don't," she said after a moment. "You never learned to treat them as people, or understand what they had on the line. You never understood why Blake fought, either." She looked up at him, still sad, but her mouth had drawn into a firm line. "She's the same as your friends were - fighting against the White Fang for the chance to prove that people like _you_ are wrong about the Faunus."

 _Is she lecturing me?_ Her words were like a thousand needles, pricking painful little stabs at a conscience he didn't realize he still had. "Why do you always do this?" he asked her, scowling.

She met his stare, refusing to back down.

"Talking, you're always running that mouth of yours off and talking, talking, _talking_." _Forcing these memories out into the open and examining everything with your lens of moral superiority._ "What gives you the right to do that to me?" _It's_ _ **my**_ _pain,_ he thought, his anger slowly returning. _How dare she. Using that against me?_ "You don't know anything!"

She still wasn't getting angry enough to fight him… instead, it was that look again. That look that he couldn't stand - hatred, disgust, even mockery, that was fine. But that judging look of pity and disappointment - who'd asked her?

 _I don't like it._

The buzz in his head returned with a vengeance, deep and commanding. _Kill. Kill her._

"Ugh… no," he said, squeezing his eyes shut and reaching for his head.

"Torchwick!" His looked up, but she wasn't staring at him. He tracked her gaze, and realized he was wrong about at least one thing.

The voices in his head weren't giving commands.

A Goliath loomed above them, its huge tusks shining almost as brightly as its red eyes against the dark of the dense forest.

 _Shall we kill her?_ they repeated.

"W-We?" he stuttered, scrambling to his feet.

Rose had also stood up, her face pale. "There's… so many."

He realized that the Goliath standing before them wasn't the only one. Red lights were sprinkled throughout the underbrush around them - the rest of the herd observing the three from a distance. "Why isn't it attacking?" she whispered to him. "Is it testing us?"

The Goliath flicked its ears, staring down Roman. He wondered if he'd summoned it with the anger and despair Rose's words had wrung out of him.

 _We wait,_ the voices whispered expectantly.

He forced himself to think of Ecru and Dandelion, drew the faces he'd worked so hard to erase back into his memory. _I was their chance to prove they were human._ He looked at Rose, wondering why he'd put up with her up until now. "...Are you my chance?" he wondered, transforming his rifle into its most powerful mode.

"Huh? What are you doing?" she whispered, eyes widening.

 _You kill?_ The Goliath waited.

"Yeah, I'm a killer," he said, cocking his rifle and raising it to his shoulder. He took careful aim.

"Hey!" Rose hissed desperately. "I thought you said-"

"But today, I'm killing Grimm," he finished, squeezing the trigger. The shot roared into the forest; the Goliath staggered, took a step back. Then it shook its head from side to side and stepped forward again, one eye dark and bleeding.

"Fuck," he hissed.

"You missed?" Rose squeaked, unfolding her scythe.

"I didn't," he said, feeling his knees go weak.

 _You fight_ , the voice whispered again, pulsing darkly with what he was afraid was approval as the Goliath reared up on its hind legs. It slammed into the ground, creating a shockwave that nearly knocked him off his feet.

Rose grabbed his arm, dragging him back. "Don't provoke it anymore! You don't want that thing targeting you!"

"Well what are we supposed to do?" He regained his footing, running away from the angry Goliath. "Stand around and wait for it to kill us?"

"I have a plan," she told him as she kept pace. "Stay mobile and offer some supporting fire if you can."

He nearly dropped his rifle. "Are you insane? That's not a plan-!"

"We're surrounded. We can't run, but… Professor Oobleck once told me the others won't attack if I prove I can defeat one of them." She stopped and turned away from him, hands tightening around her scythe. "So I just need to win."

The Goliath pawed the ground. _Fight now!_

"Wait!" he yelled, but Rose had already leapt into action. "Wonderful," he cursed. He heard Rose screaming her battle cry; looking up, he saw her speeding towards it, scythe raised. It twisted around to block her with its massive tusks. There was a loud clang, and she bounced off and flipped onto its back. Her rifle cracked and she was airborne again, but the Goliath merely shook its head as though fending off gnats. Instead of charging after her, though, it spread its legs and reared its head back.

 _What's it doing?_ The Goliath's trunk trembled, then plunged into the earth. For a moment nothing happened… and then ground erupted. He barely managed to jump out of the way as sinuous strands of sharp, black Grimm flesh exploded around his feet in jagged spikes.

"Ahh!" He heard Rose scream, knocking away one of the rising spikes with her scythe before it could impale her.

Roman turned tail and ran. _Kill-kill-kill_ , the voices were chanting in unison. He weaved and dodged through the few spikes that pursued him. The Goliath's range was limited, though, and Rose was keeping it occupied from the sound of things. When it seemed like he'd stop having to worry about gaining new, unwanted holes in his legs, he skidded to a stop, transformed Ruby Tuesday into its flare gun mode and immediately fired a shot. The dust flare was slow, but the Goliath was slower. The flare exploded against its head, temporarily blinding it.

He was already moving, switching back to his sniping rifle as he ran. Rose hadn't wasted the moment either; she'd come up swinging, her scythe spinning straight into less-armored underside of the creature's belly. The weapon sunk in with an audible thud, and the Goliath trumpeted and flailed. But didn't fall.

 _Shit._

Tracking its movements, Roman activated his Semblance, trying to get a lock on the Goliath's other eye. Rose, however, wasn't moving out of his range this time. Her red cloak flapped distractingly as she was jerked back and forth. The Goliath slammed her against a nearby tree, knocking it over, but she clung to her scythe.

 _Her weapon's stuck_ , he realized with a sinking feeling as the bone spikes on the Goliath's back wriggled. Then he swore as the Goliath twisted, sending several of them flying his way. Tossing the rifle up, he spun it rapidly, deflecting what he could with the long barrel. One of the razor-sharp spikes still managed to score him against his thigh; losing his balance, he fell.

Rose had managed to free her weapon by then. She saw it taking aim at him again and whipped the scythe around, breaking several of the bone shards off at their base before the Goliath could fire a second round.

Shaking off the pain, he got back on his feet and set himself in motion, holding his rifle ready and waiting for the shot.

The Goliath dropped to one knee and Rose lost her balance, tumbling over its shoulder. It tried to stomp her but she rolled out its the way. Then it plunged its trunk into the ground, sending its elongated flesh after her in a rapid barrage of spikes that she avoided with several backflips.

"Thanks," Roman sneered as he pulled the trigger, and the Goliath's remaining eye popped, spilling out into a messy red pulp down its bone mask.

 _Pain!_ The voices hissed and tangled, pressing against him.

"Strike!" His euphoria died quickly, however. Although blinded, the Goliath remained standing. "You've got to be kidding me," he groaned, picking up speed while searching for another weak point on the Goliath's near-impregnable skin. "Do I have to shoot this thing in the ear?"

"You think it would work?" Rose huffed as she joined him. She grabbed his shoulder and jerked him to a stop, and a spike exploded where he'd been about to step. Before he could recover, she was already booting him in the back, sending him flying forward as two more spikes slammed up where they had stopped.

"Get away from me, you danger magnet!" he yelled as he turned his wheeling stumble into a forward sprint.

"You're welcome!" she answered from above. _When'd she get up there?_ "We need a new strategy. Get on my scythe!" She sprung towards him, resting the flat of her blade against the ground when she landed.

"Ugh," he groaned, though he didn't hesitate to step on it. As feared, she fired the rifle and spun, sending him into the trees. He managed to catch a branch to stop himself from falling and flipped onto it, regaining his balance. Rose landed next to him, somewhat more gracefully.

They eyed the Grimm, breathing heavily; it seemed content to wait for them to reappear, flapping its ears back and forth.

"This thing just won't die."

"Mmm," she agreed. "You blinded it, but it's still attacking us pretty accurately. I think it's using its feet to find us. That's why I hid us in the trees."

"How'd you figure that out?" he asked, surprised.

"Watch how it moves. It shuffles a little right before it does that nasty spear-thing with its nose."

A tickling feeling of impatience gave Roman the warning to transform his gun to battle mode. The Goliath turned and shook its hide, and more bone arrows came flying towards them. He fired a few short, rapid bursts, knocking away the projectiles before they could be displaced from their leafy perch.

"I think he found us," he told her. He watched the Goliath spread its legs wide and plunge its trunk back into the ground, waiting. "I'm not going to try to dodge that thing's nose just to get inside its ear."

Rose winced. "My rifle does nothing to it either, and my scythe blade can't cut through that skin." Her eyes narrowed, and he could almost smell the smoke rising off of her head as she thought. "But if I move fast enough..."

"What're you doing?" he asked as she rose into a half-crouch.

She smiled with grim determination. "Winning. If our bullets aren't working, then I just need to make a bigger bullet. Wait here, okay?" She folded her scythe into its compact form and put it away. Then she closed her eyes. A gentle puff of flower petals blew against him, followed by another, and another; he twitched in surprise as the scent of roses filled the air.

"Now," she said, and pushed off of the branch. The moment she hit the ground, the deadly black spikes were everywhere; she leapt, cartwheeled, gracelessly kicked off against them, every motion followed by a spray of petals as she used her Semblance to gain speed. The Goliath changed tactics, undulating the extensions of its trunk to create vibrating wave attacks. It followed Rose's movements like a gigantic earthworm, rising out of the ground and crashing into where she should have been.

Instead she kept moving faster and faster, winds beginning to whip around her as she dodged between the attacks with no rhyme or reason, zigzagging across the field. Even with his Semblance activated, Roman was having a hard time tracking her. _That's not just speed,_ he realized as he watched. _My eyes could see through speed._

She was building up more velocity than should have been humanly possible; her form blurred, merging with the indistinct mass of rose petals trailing after her. The Goliath's attacks were fast, but even it couldn't manage to keep up with her at that point. She didn't even bother pulling out her scythe; he saw her raise her hands above her head and cross them, almost as though she was a diver. And then she changed course, no longer avoiding the Goliath, but racing towards it head-on.

The Goliath's bone mask splintered, then burst apart as she shot straight through it; Roman didn't even have time to blink before its head exploded outwards like a volcano erupting. Even as the huge body swayed and toppled, he saw several trees behind it blow apart. Rose's attack had so much speed that she sheared through a long swath of the forest before coming to a stop; she might've even killed another one of their Goliath spectators in the process.

The whispers in his head fell silent. Like lanterns being blown out, the glowing red eyes surrounding them winked out of existence. It looked like she'd guessed correctly, with the remaining Goliath deciding they were too much trouble to pursue.

 _She won. The kid actually won._ Climbing down from the tree, he let out a whoop. "You did it, Rose!"

Silence met him, and his smile dropped.

"Rose? Hey, kid, c'mon." He started walking towards the fallen trees. "I know we don't get along, but you better not be playing dead just to get away from me." His feet were moving faster now. "Ruby?" He spotted the red of her cloak, flapping gently amidst the wreckage. Nothing else moved. By that point he was running so quickly he almost fell when he slid to her side. "Are you dead?" he yelled, flipping her over.

"Urrg," she groaned. "Not… dead…"

He sagged and let out the breath he hadn't realized he was holding. "What the hell are you doing? What happened to your aura?" He helped her sit up and her face crumpled in pain. From the way her arm was clutching her side, he guessed she'd broken a few ribs - and hopefully nothing more than that.

"I'm working on it," she gasped, then coughed, sending a wad of red blood splattering across his not-so-pristine white jacket.

 _Maybe more than the ribs_ , he noted, tamping down his panic. "Activate your aura, kid. I'm no medic, you need to heal yourself."

"I'm… trying!" she wheezed. "Was… too fast. Broke through my own aura defense… when I hit it," she said after a moment, her voice high with pain.

 _Fuck,_ he thought, looking overhead. A few Lancers passed above them, high in the sky. They either hadn't noticed or hadn't cared about the disturbance Rose had caused below... yet. The new glade she'd cleared was making him nervous, though. _We're too exposed._ "Rose, we need to get out of here. I'm going to move you. Don't scream," he added, scooping her into his arms.

She whimpered.

With a grunt, he stood and hurried towards the cover of the undamaged trees. He kept going even after they passed into the relative safety of the underbrush, trying to put as much distance between them and the battlefield as possible. As he crashed through the forest - either she ate more than she let on, or that monster scythe of hers was worse than he thought - the scent of roses drifted by, alongside the occasional puff of red petals. It was unnerving.

"You know, you're not too bad at this Huntress shtick. You fight pretty well."

She huffed out a soft, pained laugh. "Can't… hold a team… together, though."

"Really," he said, scanning the forest for a place to put her down. "You have what it takes. Trust me, I know quality goods when I see them." Finding a low-hanging branch over a soft carpet of pine needles, he stretched her out on the ground.

"...Nice? _You?_ " She tried to grin, her eyes still tight with pain. "You get hit in the head?"

He sat back, shaking out his arms. "I'm serious. You didn't get tapped to lead because you're strong, but because you're flexible."

"Weiss… is flexible," she said. "All those ballet lessons. I can't dance."

He relaxed a little; if she was feeling good enough to respond to him, she was probably out of the worst danger. She still looked like a limp rag doll though, occasionally exuding small bursts of rose petals from time to time.

"I hate to tell you, but you've got one up on dancing. You're like me." He savored her brief look of horror. "Quick on your feet in a fight. You learn, adjust your strategy, and most of all..." He tipped his hat at her. "You keep hitting whatever it is you're fighting with new ideas until you manage to bring it down."

"I learned all that from my uncle-" she started, but he cut her off with a snort.

"Oh, please. I don't care how good you think your uncle is, he only taught you how to spar. The real world isn't an arena, and the only way you can learn how to fight is by doing it. No teacher can help you with that."

"Umm… my uncle's name is Qrow."

"Qrow Branwen? _The_ Qrow Branwen?" He choked at her nod. "No wonder you're a monster," he mumbled under his breath. "That doesn't change what I said, though. Even someone like him can only teach you so much. The rest… that comes from in here." He tapped his forehead. "Some people have it, some people don't. You just took down a Goliath by yourself. Isn't it about time you accept that you're one of the haves?"

She didn't answer him; instead, her eyes had fluttered shut as the rose petals continued to rise and fall around her.

"Rose?" That unwelcome, unfamiliar feeling of _worry_ returned. "What's going on with your Semblance? Why haven't you dropped it? You need your aura to heal yourself."

"I _am_ healing myself," she grit out, eyes still closed. "Using aura alone isn't fast enough."

She was right, in a way; darkness was already cloaking the forest all around them. Even if she could get up right then, though, Roman knew they weren't going to make it to the mountainside before nightfall. Still, the constant noise in his head had fallen to a faint buzz. It wasn't enough to push him forward mindlessly anymore. The aftermath of the battle with the Goliath had drained his emotions into a relaxed lassitude that he wasn't in any hurry to dispel.

"Take it easy, we don't need to rush. Besides, what good will it do me if you deplete your aura completely healing yourself?"

She stirred, then sat up, gingerly testing her sides with her fingertips. "I have to be ready," she said. Her voice had changed slightly; it sounded a little clearer and deeper than he remembered. "Just in case more Grimm decide to attack."

His brow creased. "Stop fighting for a minute, will you? It's over for now."

She straightened and looked him in the eye. "It's never over. There'll always be more out there, waiting for that moment when you drop your guard or look away."

Roman blinked, shaken by what he saw. _What? That can't be right._ Then activated his Semblance and really _looked_ at her.

It wasn't just her voice that had changed. Her hair was a little longer, he was sure of it, and her cheekbones had lost the bluntness of youth. There were even the faint beginnings of smile lines around her eyes and mouth.

"What did you do?" he asked slowly.

"Huh?" Her expression of teenaged bafflement didn't mesh well with the face that was now almost as old as his.

"Your Semblance isn't just being fast. Nobody's that fast." He dropped his own Semblance, thankful for the shadows that masked her appearance. "You don't get older from just being _fast_ , Rose."

He heard her gasp. The rose petals burst again, then scattered for good. A few moments later, that familiar yet different voice trembled in the darkness.

"What do I look like?" She sounded scared.

"An adult," he said. "Older than your sister," he added in the pregnant silence that followed. He grappled with the sudden burst of anger he felt at her altered appearance.

 _You… you of all people, you weren't supposed to change. You were supposed to be above all the shit in this world dragging the rest of us down!_ He needed to say something to her, but _what_? "You're trying too hard," he finally decided upon.

"I'm doing the best I can," she told him, drawing her feet under her chin and curling up into a self-protective ball. "I knew there'd be consequences, but I can't stop now."

He squeezed his hand into a fist. "Sometimes the price you have to pay is too high." Then he swore. "I don't get you. You had it all, but here you are! Throwing your life away on this useless crap!"

"Fighting for your friends is not _useless crap_!" she shot back. "Stop lying to yourself, you wouldn't even be here either if you didn't care. So as long as we're here, I'm going to protect-"

Roman didn't need to hear her finish that sentence. He didn't _want_ to.

" _Who asked you to?_ "

Underneath the raw panic, something old and forgotten was unfolding inside of him. Something he'd kept tightly shut after Ecru and Dandelion had destroyed it. The feelings he'd been proven right to ignore after Neo stepped on its remains. Why was this kid, of all people, now twisting that jagged key, trying so hard to open that rusty box?

"You don't get to decide what I choose to do," she said, folding her arms and leaning back against the tree, clearly exhausted. "Sorry if you think my looking out for you is annoying, but we're in this together." She snickered. "How's it feel to have a taste of your own medicine? If you don't want me to help you anymore, then just get better at fighting. _Easy,_ huh?"

The lid creaked open, and the hum in his head fell into a silence made deafening by its rarity. "It's quiet," he said, surprised.

Ruby cracked an eye open. "Are you sure you didn't hit your head, too?"

He leaned back into the fragrant pine needles and crossed his arms behind his head, gazing into the branches of the tree sheltering them. The darkness seemed comforting now, rather than oppressive, and even without the telltale whispers of their voices, he knew the Grimm wouldn't attack.

"Whoa, you're smiling! And it doesn't look mean for once," he heard her say. "Did something good just happen?"

"You could say that," he mumbled. He felt light, like a warm breeze was blowing through his entire body. "How's your aura doing?"

"Recovering," she said. "Sorry, but I think I'll need an hour or so. I didn't mean to hold us back."

"Good." He stretched. "My feet were getting tired anyway."

"Say, Torchwick…"

"Ehh?" he mumbled, relaxed enough to drift towards sleep.

"I thought you hated my guts. I also thought you of all people would be happy to see me finally _growing up_."

"Who'd be happy about that? You're not wearing the right face anymore."

"That's a mean way to put it. But…" She rallied, sounding hopeful. "I guess you don't hate me as much as you let on, huh?"

"Would I have put up with you for this long if I didn't need something from you?" He waited eagerly for her snappy retort.

"Oh… right, I guess," she said, and there was a wealth of disappointment hiding behind her words. "I was just wondering why you seemed so worried for a minute there."

His eyes flew open and the warmth drained out of him. He almost caught himself saying " _Because for some reason I can't fathom, I've started to think of you as a friend!"_ But he held back as another realization lanced through him like lightning.

 _It was only me._

He looked at Ruby. She was settling down to rest, her chin bowed towards her chest.

 _I'm not the special one. She's… like this with everybody. This revelation - it was only mine, alone._

"Ugh, it's really weird when you don't go in for the kill. I left myself wide open there, didn't I?" She shifted uncomfortably, pouting. "Thanks, now I don't think I'll be able to get any sleep while I relive embarrassing myself in front of you over and over again. Maybe that was your plan all along," she grumbled.

"How do you go through your life wearing your heart on your sleeve like that?" He couldn't figure her out. "Why do you do it?"

Ruby seemed surprised, but also pleased by his question. "It's because I don't believe people are inherently bad. We all want the same things: to be cared about, to be loved. You can get distracted by money, or power, but I think even those are just means to an end. What we really want is to _belong_ , to be a part of something bigger than ourselves."

She touched her heart. "But don't you have to give up something to get that in return? Just because I get hurt every now and then doesn't mean I should shut myself off from other people. Wouldn't it be even sadder to be left alone when you felt that way?"

For once, Roman wished he wasn't so good at reading other people's' expressions. _That_ look said she was speaking from experience. _Current_ experience.

 _Maybe I am an ass sometimes._

He sighed dramatically. "I was right." He threw his hand out and managed to punch her in the boot. "You really are a complete idiot."

"Why do I even bother trying with you?" she groaned.

"Because it's _me_ ," he replied confidently. "Now stop whining like an emotionally constipated teenager, because I'm in your corner now. And when I decide to partner up with someone, _I don't lose._ "

The look of surprise on her face was worth it.


	10. 09: An Echo, A Stain

**9: An Echo, A Stain**

Ruby took a deep breath and opened her eyes. "I think I'm ready to go now." She glanced at Torchwick, who was unresponsive. "Torchwick?"

He was… sleeping.

Her brow ticked. _What's with this guy?_ He all but had a nervous breakdown right in front of her, and now he was comfortable enough to nap? "You need some serious therapy," she muttered. She felt a little guilty as she reached out for him; it was the first time she'd seen him sleeping well. Of course, no matter how peaceful he looked, falling asleep in the middle of Exsul was probably not the brightest of ideas. _This is for the best._ She shook his shoulder firmly.

His visible eye flew open and she scrambled backwards in surprise. "Whoa! Not sleeping, okay!"

"Therapy?" His visible eye narrowed.

Her nervous laugh was thin and high even to her own ears. "Ah, well, I mean, I'm ready now, so let's go?"

He sat up reluctantly, making a show of stretching and yawning.

 _Weird…_ he was in such a hurry before, but now it was almost as if he didn't want to leave. "How's your headache?" she asked.

"Better for now." Reaching into the bag, he pulled out the flashlight and handed it to her. "You're going to need this. It's dark out."

She accepted it, trying not to stare, and attached it to her belt. "Umm… are you sure you're okay?"

He didn't answer her right away. "I don't know." Then he groaned and rolled to his feet. "Not that it makes a difference. It's time to wake up and get moving. If we stop..."

"... we die," she agreed. No matter how strange he was acting, at least they were on the same page there.

The forest was black as ink. Even with the light attached to her belt, Ruby felt apprehensive. Every sound seemed amplified by the impenetrable darkness around them. "I'm not sure I can fight like this," she said, trying to keep her grip on her rifle loose and ready.

Torchwick passed her, his eyes a pair of glowing, disembodied lanterns in the dark. "I'll take the lead this time. You've done enough."

 _He's going all funny again_ , she thought, but kept her doubts to herself. If whatever crisis Torchwick was having resulted in less sniping or, heaven forbid, him being _nice_ to her, she'd wasn't going to confront him about it.

Swallowing, she stepped in line behind him, adjusting the light to focus on the white of his scuffed jacket. He seemed absolutely sure of where he was going, and she wondered how he knew. It was another one of those secrets he refused to tell her. Maybe it had something to do with piloting? Navigating by the stars? She looked up - and saw only pitch black. Between the dense trees and the thick cloud cover, there wasn't even a hint of the broken moon's light.

Looking up also had the unfortunate side-effect of growing unaware of her immediate surroundings. The root that caught on her boot send her flying straight into Torchwick's back, and he grunted in pain.

"Tch! Watch where you're going!" A flash of irate green was visible over his shoulder.

"Sorry," she mumbled, rubbing her stinging nose and feeling like a fool.

"You can handle this," he said after a long moment and a heavy sigh. "You fought Neo with your eyes closed and beat her. Don't tell me you can't walk through a forest at night."

"This is a forest in Exsul!"

"Oh, because a ruined tower surrounded by Grimm was so much safer? C'mon, you're not even trying." He stomped onwards.

That sounded… almost like a compliment, underneath all his irritation. Swallowing her surprise, she hurried after him. _I can do this_ , she repeated to herself several times. Taking a deep breath, she let her eyes lose their focus. Torchwick's back because a fuzzy white blur as she concentrated on following him with her ears.

Leaves were rustling; there was a brisk breeze blowing overhead. And beyond that, a faint hum… "Lancers," she murmured after a moment. "There are Lancers above us." She tilted her head to the side, her brow knitting. "Following us?" The distant sound of shuffling caught her attention, and she turned her head in the other direction. Twigs were broken, the scuttling occurring in a rhythmic pattern only possible if whatever it was had had four… no, eight legs. "Anansel, too." The more she listened, the more she could hear - and the more her blood chilled. Her steps slowed, then came to a stop.

"What now?" she heard Torchwick ask. That low note of tension had returned to his voice, despite the odd respite he'd taken under the giant pine tree.

"We're surrounded by Grimm." When her eyes opened, she could still hear the creatures; a few of them had even stopped moving when they did. "They're _everywhere_." She paused. "Can't you see them?"

Torchwick's lack of answer made her look at him; his head was lowered and his knuckles were white from clenching his gun.

"I don't need to see them. They're noisy."

 _Wow. Maybe his Semblance makes his ears really good too?_ "Why aren't they attacking us though?"

"Because they _want_ us to come to them. I told you… something's waiting for us in that mountain." He turned around and rolled his shoulders, then laughed. It wasn't comforting; truth be told, he sounded a little unhinged. "Let's not disappoint our hosts, shall we?"

Ruby shivered. Torchwick acting nice to her was weird enough, but now… this strange mix of absolute confidence and despair radiating from him had her worried. This was going far beyond trying to rescue his girlfriend and straight into crazytown. "Maybe I should lead again, just in case they attack."

"They won't," Torchwick replied almost absently. His eyes still two spooky green lights, unsettlingly similar to the red-eyed gazes of the Grimm in the darkness. "They're waiting to see what we do."

 _I thought he was all about planning everything meticulously._ "This is such a bad idea," she breathed. But despite her misgivings, she followed after him. _I said I'd protect him… and I won't go back on that._ "Wait for me!"

 **.x.x.x.**

The trees were growing sparse, and the ground had thankfully evened out - it was a lot easier for Ruby to navigate along the dark path of chipped stones than the twisting roots of the forest. Though still trapped in the dead of night, her surroundings felt much less oppressive without the trees pressing in on every side.

Torchwick was leading them into a shallow canyon that sloped upwards towards the base of the looming mountain. She could still hear the rustle of various Grimm following after them, but so far nothing had made a move. The lack of aggression was making her jumpy, although by all appearances Torchwick wasn't fazed. In fact, he'd grown unusually silent, no longer even bothering to look over his shoulder to check if she was following.

It really shouldn't have been as surprising as it was when the first red eyes appeared above them on the slopes of the canyon walls. Ruby sucked in a sharp breath. _Here they come,_ she thought with a feeling of rising dread.

"Torchwick!"

He stopped to look at the Grimm, but didn't seem tense at all. His rifle was slung loosely over one shoulder, and all he did was stare at the first Beringel that appeared. It was soon joined by an eclectic mix of many different species of Grimm. Some were familiar, like the Creeps and the Beowolves, while others were strangely exotic, like the beetle-like monstrosity with glowing red eyes scattered across its armor-plated carapace.

"There's so many..." The canyon light up as if it were a runway, lined on both sides by the red glow of Grimm gazes tracking their passage. "They're not even fighting each other!" she noted, seeing a diminutive Blackhart doe standing calmly next to an enormous King Taijitu. "What's going on?"

"It's a welcoming convoy," Torchwick said dully - the first words he'd spoken in a while. "They're here to guide us."

A cold shiver worked its way down Ruby's spine. "Torchwick? What are you talking about?"

He turned towards her, his eyes soulless and face slack. "I think we're in the rats' alley, where dead men lose their bones."

 _Oh no._ "Snap out of it," she said, feeling her first twinge of real fear flicker to life. An Ursa turned its head towards her, and she took a deep breath and pushed back the nauseating, watery feeling brewing in the pit of her stomach. "Torchwick… you're not acting like yourself. It's me, Ruby, remember?" She stepped closer to him, wary, and waved her hand under his dull gaze.

He canted his head at her, a disturbingly blank slab overtaking his usually expressive features. "I was neither living, nor dead. I knew nothing."

"What happened to you?"

He blinked, and his mouth hung open as he struggled to form words. She felt a stirring of hope; despite whatever it was that had sent him into this trance, he was still trying to communicate with her… somehow. She tried not to flinch when his hand rose, then descended onto the top of her head.

"I looked into the heart of light," he said, his voice wavering.

He wanted her to help him; she was sure of it. But how? Doing her best to ignore the Grimm who were still doing nothing more than watching with interest, she thought back on what he'd done and said since arriving in Exsul.

There was his increasingly haggard appearance, so at odds with his meticulous effort to keep himself groomed and stylish. His strange fear of darkness, despite having a Semblance that could easily overcome night blindness. And his restless, almost obsessive drive to reach the mountain. The Grimm had been silent throughout the night, but he'd called them… _noisy_? "... Is all this connected to your headache?"

"The crying and the shouting," he replied in a leaden voice. "Prison and place and reverberation." The weight of his resting hand changed into a tight grip, and Ruby winced as his gloved fingers dug into her scalp. She brought a hand up to catch his wrist, trying to wrest her hair away.

"How long have you been hearing the Grimm?" she managed to grit out, struggling against him. "Since we got here? But then why haven't I heard-" Watching his face, a thought struck her. "No… you've been hearing them since Beacon! I'm right, aren't I? You've been living with that for three years."

She stopped fighting when she realized most of the pain and pulled hair was coming from her own squirming. Torchwick's grip on her head, though uncomfortable, remained constant.

"We who were living are now dying."

That stopped her cold. Her hand loosened around his wrist as she processed his words.

 _Three years. Three years ago, I thought only Penny and Pyrrha died._ She stared at Torchwick, trying to make out his face from the long shadows cast by the odd angle of her flashlight. _Was I wrong?_ His eyes were still glowing green in the darkness, but it almost looked as though his sclera had turned completely black. She'd thought it a trick of the light, but now she wasn't so sure.

Something welled up inside of her, displacing her anxiety and barely contained fear. "You're… dying?"

"With a little patience."

His cavalier words, despite the deadened monotone, made her absolutely sure the Torchwick she'd come to know was still in there somewhere, still listening to her. Yes, he was cruel, and arrogant, and prejudiced, and they got along like cats and dogs, but that didn't mean he deserved to _die_. "You aren't gone yet," she said fiercely, her fear and panic crystalizing into a purposeful feeling of determination. She dropped her rifle and clapped her hands around his ears. "You're not allowed to give up and leave!"

He managed to look surprised despite his trance, as if having her grab onto his ears was the last thing he'd expected her to do. She pressed her hands as tightly as she could against his head, as if the motion would block out whatever he was hearing in his mind, and stared into his blackened eyes. "Did you hear me?" she yelled shrilly. "I said you're not allowed to go, so stop listening to them!" She tried to shake him and he swayed easily under hold, his hand slipping off of her head as his face grew more animated, first with surprise, then disbelief.

It took her a moment to realize that she could see Torchwick's changing expressions clearly because he was being bathed with bright silver light that pushed back the darkness of the night. Alongside his emotions, his eyes had also returned to their normal, human-colored green.

The shock on his face changed into a weary smile - not the harsh one she was used to seeing, but a rarer, more genuine thing. It was barely more than a twitch to his lips and not a single tooth was in sight. His hand returned to her head, but this time it wasn't heavy or painful. It was a feather light touch, a few slow, gentle pats.

"That's enough, kid," he said. "Didn't I say you were trying too hard? I'll stay for a little while longer, so save all that energy for someone who matters."

The relief that coursed through her made her knees buckle; Torchwick caught her and set her back on her feet. "You're not dead," she repeated, gripping his arms to be sure.

"How can I die? You keep granting me a stay of execution," he complained, pushing her off and leaning over to retrieve Crescent Rose. He placed it carefully back in her hands. "... Thanks," he muttered, looking uncomfortable. "And if you ever tell anyone I said that, I'll shoot the trigger finger off your hand."

She nodded, clutching her gun tightly to her chest, unable to form words. The light around them was disappearing… probably from her eyes, she knew full well, though she couldn't say how she'd managed to summon it. Truth be told, she wasn't even interested in figuring out what had happened at that point. She hiccupped and tried to surreptitiously swipe her nose dry, looking anywhere but at Torchwick

"Hey, Ruby," he said, and his voice had lost that cynical hard edge to it, just as he'd sounded under the pine tree. "I'm fine now, so you can stop crying."

"I'm not crying! There's just something stuck in my eye."

He laughed into the darkness. "If you say so. It's not like I can see anything from here."

She snuck a glance at him and realized he was right; darkness had returned, broken only by the light on her belt. Torchwick's eyes were no longer glowing green - and neither were there any pinpricks of red remaining to watch them. "Where'd all the Grimm go?"

"You probably scared them off," he said. "Or disintegrated them. Take your pick."

Ruby sniffed again, scrubbing her face dry. "So what do we do now?"

She heard Torchwick shifting beside her. "Keep moving forward. What else?"

Her hand flashed out and grabbed his before he could continue up the rocky path, halting his progress. "What if you get worse again? You said it yourself, something's waiting for us in that mountain. You might…" She licked her lips, trying to wet her throat. "...really die next time."

There was a long, heavy pause. "I think I know what happened to Neo now. Three years ago, that should have been me too. She shouldn't have had to go through this by herself." He laughed. "And what kind of a shitty leader would I be if I let the last member of my team die?"

"What… what if I can't save her?" she asked in a low voice. "What if she doesn't want to be saved?"

His other hand came up and gently peeled her fingers off. "Then I can't let her die alone, either." There was a smile to his voice. "You're not crying again, are you?"

"Stupid," she choked.

"Probably, yeah," he agreed. "You make me stupid. I think you're infectious."

"I brought you with me specifically so you wouldn't die."

"We came here together. And just like you, I make my own choices."

Desperate, she made a last feint. "I'll die here too if you can't fly me off this continent!"

"Nah," he said confidently. "Sweetheart, people like you never die. Other Huntsmen will look for you. You'll grow wings and fly away. You'll tame a pet Grimm or five. You'll purify the entire continent just by staring at it hard enough. Trust me, you'll do lots of things if I'm gone, but dying isn't one of them. You've got too much of that _hope_ in you."

A cold wind blew around them. She tried to imagine it blowing away the swirl of conflicting emotions boiling within her. She wondered what Torchwick was thinking. She wondered why she cared. And some part of her knew, they had to move on. He was on a personal journey that was bigger than her wants and needs, a journey she'd inadvertently set him on. He wouldn't stop until he reached the end of the road he was traveling or died trying. "Then…"

His eyes lit up again, and there was nothing left to say.

 **.x.x.x.**

The entrance to the cave was unremarkable, nothing more than a collection of rough rocks spilling down into a dark hole and surrounded on all sides by jagged mountain walls. Ruby could almost feel the cloying, black ooze of ill intent radiating out of the crevice.

One very rough climb down later, she was sure they were in the right place. The bottom of the chasm leveled out abruptly into a relatively flat floor. The further along they traveled, the more obviously sculpted the cave became. Torches began to appear, as well as humanoid and animal skeletons. Some were artfully placed as gruesome frames to doorways and wall decor. Others were scattered across the floor or trapped in cages, as though they'd been tortured.

She lost track of time the deeper they went, her legs aching from the descent. One thing noticeably absent from their surroundings was Grimm; even though the evil was so thick in the air that she could taste it, none of it manifested in a physical form.

Torchwick was still leading the way, though his footsteps were more cautious and self-aware now. He was sweating profusely, but his gaze was clear and unclouded.

"Isn't this a little weird?" she whispered to him, drawing close.

"As compared to what? Turning Beacon Tower into a frozen dragon popsicle? Exploding a Goliath's head with your bare hands? Seems pretty tame by comparison."

He slowed as the passageway they were traveling along opened up into a larger chamber which split off in several different directions. Ruby swallowed; she had no idea which way to go, and she was pretty sure that without Torchwick's help, she wouldn't even know which tunnel led back to the surface. "Do you know where we need to be?"

He turned his head slightly, as if listening, then grimaced. "Think so," he muttered.

"Don't try too hard if it hurts," she warned. "I don't know what my eyes did to you, but I'm not sure it really cured you."

He rubbed a hand over his face, pushing his bangs away. "I don't think anyone can cure this. I'm not _sick_ , Ruby, I'm _different_. That Griffon changed something inside of my head. You can't amputate your brain." He frowned. "You know, a lobotomy might even make it worse."

She hit his arm with the palm of her hand. "Stop talking like that! You're scaring me!"

He shrugged. "It is what it is. You helped push them back, though. I can still sense them, it just doesn't _hurt_ anymore. The headache is gone, so I can think for myself again without wanting to put an icepick through my eye. Besides… being able to hear them now is an advantage, right?" He winked at her. "Think of it as our golden opportunity." He scanned the multiple passages, then pointed his gun at one. "Thataway. Stay close."

The floor along the passage soon turned into roughly hewn steps that led to a narrow doorway through which sickly orange light spilled through, radiating heat. Torchwick stopped a few paces before the entrance, and Ruby joined him by his side.

"Are you ready?" she asked, drawing Crescent Rose.

His fingers twitched on Ruby Tuesday. "I need to know why I was called here. I need to find Neo." He squared his shoulders. "This is my last chance to make things right." He stepped forward.

The cavern they entered was enormous, with high walls that curved upwards. Petrified bones protruded from every angle, their dulled spike plates larger than Ruby herself. They rose in regular intervals along the floor from the wasted remains of an enormous jointed spine. In the center of the room, a pool of sluggish lava coalesced, turning black and tar-like in its center. And embedded in the wall across from them, like some ancient fossil, was a winged skeleton.

Both she and Torchwick were struck momentarily speechless by what they saw. The skeleton's size was comparable to the Grimm dragon that had attacked Beacon, but its wings were razor-feathered like a Nevermore's. Its protruding ribcage and lower body was unsettlingly humanoid, though its skull and lack of arms marked it as clearly anything but. Most disturbingly, however, were the veins of black ooze that had snaked up from the pool of lava to wind around the skeleton's legs and torso, forming an odd amalgam of Grimm and human flesh around the desiccated bones. The transformation was incomplete, limited to the creature's rippling lower body, which heaved with every pump of the viscous liquid through its sickly veins.

In the center of the skeleton's distended lower belly a transparent, fleshy sack pulsed like a beating heart. She could make out the cloudy image of what seemed to be a grown woman with alabaster skin and stark white hair within. The woman's head and torso were fully formed, but in direct opposition to the skeleton cradling her within its womb, she seemed to be missing anything below her abdomen, as if she was only half-grown. The parts of her which were whole were lined with twining black veins that spread out like a network of spider webs across her body. Mercifully, the woman - if she could be called that - seemed to be unconscious.

And in front of that monstrosity, a diminutive figure stood with her back to them, twirling a lacy parasol.

"Neo!" Torchwick took a halting step forward, his hand outstretched.

The girl turned, her eyes their usual shade of mismatched pink and brown. She blinked and smiled at them, delicate brows arcing downwards. Then she folded her parasol with a snap, and swept it over the corrupted lava.

A bone-plated head rose out of the now-bubbling pool, followed by four pairs of glowing eyes. Its snout alone was larger than Ruby's scythe.

"A Sobek," she heard Torchwick groan. "Why'd it have to be a Sobek?" He raised his voice, yelling at Neo. "Are you trying to compensate for your height here?"

"Move!" Ruby yelled, turning and kicking Torchwick away from the stairwell, turning his angry yell into an undignified squawk. She leapt straight up, rose petals trailing after her, as the Sobek surged forward and snapped its massive jaws at them. When it landed, the entire cavern shook.

Ruby touched down on the back of its head and ran, keeping her footsteps light. It was massive enough that she could weave between the spikes on its back without hurting herself. Her goal wasn't to kill the Sobek immediately, but to prevent more from being summoned - and its enormous body just happened to make a convenient bridge to her real target. Barreling down the creature's spine, she flipped open her scythe, holding it ready.

Neo was still standing at the opposite end of the pool, her eyes flashing and a mocking grin on her face. As Ruby leapt forward, swinging Crescent Rose, Neo drew in her parasol and cartwheeled backwards, easily avoiding the strike.

Ruby landed with a thud on the rocky ledge before the gigantic winged fossil, glaring at Neo. "This won't be like the last time," she promised. Neo only smirked and blew her a kiss.

Charging forward, Ruby whirled the scythe around her torso rapidly, spinning into a deadly bladed dance that drove Neo back towards the wall of the cavern. Neo could still slide, dodge and duck below the strikes as easily as a dolphin swam through water, but Ruby knew the tables would turn if she could only manage to corner the other girl and trap her against the wall.

"You're good, but I've had three years to train for this!" She sped up her swings, grunting with the effort of moving the heavy scythe quickly, even firing a few rounds off to add power to her strikes. Neo's eyes widened as Ruby's speed eclipsed hers and one of her bullets struck home, shattering an illusion.

When it fell, so did Neo's familiar-looking silhouette. In its place, there stood a girl with swirling black veins tangling their way across the visible pale skin peeking out from under the collar of her suit. They rose high on her neck, where they stopped under the protrusions of white bone scattered over her forehead and cheeks. When she looked up at Ruby, furious, her eyes were a disturbing mix of black and red.

She couldn't help it; Ruby stopped and stared, shocked. _Is this what's happening to Torchwick?_

It was only for a moment, but then she blinked the illusion was restored; once again, the human Neopolitan stood before her, groomed and confident. And maybe more than just a little angry.

She charged, parasol out, and suddenly Ruby was the one being pushed back from the rapid strikes and thrusts. She tried to avoid as many as she could, but Neo was driving her towards the edge of the lava in an attempt to knock her in. Sweating, she glanced over her shoulder to check on the Sobek's position.

Torchwick hadn't been idle; he was scrambling around the room, trying to avoid the powerful but sluggish Grimm's swipes and blows while firing almost continuously at it. But he seemed distracted, and with a jolt, Ruby realized that he'd been watching them.

He'd seen.

She turned her attention back to Neo, barely managing to avoid a thrust that would have poked a hole through her throat. _I'm not fighting for my survival here,_ she reminded herself. _I'm trying to save this woman!_ Using her scythe to parry the parasol, she stopped concentrating on crafting her offense and instead attempted to call forth the power in her eyes. _C'mon… I could do it for Torchwick, there must be some way-_

Neo slid forward smoothly, her arm extended in a fencer's strike, and Ruby's thoughts scattered. She windmilled backwards, unbalanced and at a disadvantage against Neo's exquisite battle finesse when she wasn't pressing against it with a full-on attack.

 _There's got to be a way draw my power out!_ She thought desperately of Torchwick, of how his eyes had gone strange. Neo stabbed at her, and she didn't manage to fully block, hissing in pain as the razor-sharp tip of the parasol skimmed over the back of her hand. She forced herself to visualize the moment that the arrow pierced through Pyrrha's chest, and although it made tears leak from her eyes, no silver light shone through them.

"What are you doing?" she heard Torchwick yelling, sounding incredulous - and maybe a little worried.

"I'm trying to help her!" Ruby yelled back, jumping out of the way of a particularly vicious kick. But she'd committed a Huntsman's cardinal sin - she'd lost track of the Grimm in her surroundings. The Sobek, which had been advancing on Torchwick, jackknifed abruptly, its spiked tail hurtling towards her. It slapped her into the wall with a thud, knocking the breath out of her. The Crescent Rose fell out of her limp hands.

The long, prehensile tail looped around her like a snake before she could drop to the ground after it, squeezing her in a painful grip. She struggled, wheezing in pain as Neo sauntered up underneath her and delicately toed her scythe, collapsing it back into its rifle form. Then she glanced over Ruby's shoulder, her eyes lighting with joy, and waved her arm in a few quick motions.

"Not exactly the most comfortable way to travel," she heard Torchwick say as he gingerly picked his way through the Sobek's back, leaping off to land at Neo's side. He'd barely touched the ground when Neo threw herself at him, her arms encircling his neck, spinning him into a hug.

Ruby watched, open-mouthed, as he returned it, burying his face in the smaller woman's neck. "Missed me that much, did you?" he murmured, and he sounded so _sincere_ that a wriggle of doubt rose in Ruby's mind.

Neo released him and hopped to the ground, her eyes still shining with joy. She didn't say a single word, but it was clear from her expressive face and excited movements that she was having some sort of a conversation with Torchwick - one he was apparently able to read and understand.

"I know, right?" he said, turning to look at her with a frown. "I don't know what happened to her face either."

"You're talking about me, aren't you," she grunted, still struggling.

"Give the kid a prize," Torchwick said with dripping sarcasm. He leaned over and picked up Crescent Rose, turning it over in his hands.

 _Is he mad at me because I couldn't save her? Because I couldn't make my silver light appear?_ She wanted to believe that Torchwick wouldn't shift his loyalties so easily, but even though she'd saved him outside, he'd still openly admitted to being devoted to his first and original partner. _Do I really know him at all? Is this all an act for my benefit, or for Neo's?_ He must have seen something on her face, but the look he gave her was brief and inscrutable.

Neo's eyebrow rose, and he shrugged. "Battle trophy. I've been waiting three years to collect this thing." Grinning, he slung it over his shoulder. "So… not that this isn't a joyous reunion, but you do remember that you left me to die back on the tower, right?" His smile turned cold. "Give me one good reason I shouldn't free that kid and let her cut you to pieces."

The Sobek shifted when Neo pointed at it, and Torchwick rolled his eyes with a dramatic sigh. "Fine, that's a pretty good reason."

Ruby hung her head and imagined every one of her teammates, both past and present, yelling " _I told you so!"_ at her. _Three years of practicing how to relate to other people and I still fail,_ she thought miserably.

"So what now?" she heard Torchwick ask Neo.

The diminutive girl smiled and then tilted her head to one side coyly, leading Torchwick away.

* * *

 **Notes**

This chapter was originally supposed to be longer, but when it started reaching the 9k point I decided I'd better split it up. I'm not sure if the next chapter is going to be a Torchwick POV or a continuation of Ruby's POV yet, since it would require a lot of rewriting to keep the shifting POVs consistent. You can let me know if you have an opinion on that.

Anansel are enormous spider-like Grimm that I sort of made up. Thanks, Skyrim!

Sobek are another fan-made Grimm race designed by Blue-Hearts. You can find an illustration of them on her Deviant Art account, as well as this description:

 _ **Sobek**_  
 _While commonly confused with the Lagarto, an alligator-like Grimm commonly found in the swamps and marshes of Vale, the Sobek seems to resemble a crocodile and are found in saltwater habitats around Mistral. Sobeks are typically ambush predators, using their tails to push themselves out of the water and catch unsuspecting victims within their powerful jaws. A Sobek's bite is so powerful, it can leave tooth marks in even high-quality armor. However, this crocodilian Grimm has another unique defense mechanism. While Creatures of Grimm don't bleed, the Sobek is capable of expelling a black fluid from its body when cut. Should this fluid be ingested or enter the bloodstream via open wounds, it can cause a severe adverse reaction which typically resembles anaphylactic shock._

Torchwick's lines come from different parts of T.S. Eliot's "The Waste Land" (although I switched them up a little). The original lines are as follows:

" _I think we are in the rats' alley  
Where the dead men lost their bones."_

" _... I was neither  
Living nor dead, and I knew nothing,  
Looking into the heart of light, the silence."_

" _After the agony in stony places  
The crying and the shouting  
Prison and place and reverberation"_

" _He was living is now dead  
We who were living are now dying  
With a little patience"_


	11. 10: Gloomy Sunday

**10: Gloomy Sunday**

Ruby could only watch helplessly as Torchwick and Neo stopped before the half-living colossus embedded into the cavern wall. The Sobek made no move to crush or release her; it seemed to have no mind of its own, content to wait for Neo's next order.

"Well, I can't say I think much of the decor here," Torchwick said, eying the pulsing sack with a look of distaste. "What is this thing?"

Neo smiled mysteriously, then stretched out a hand and touched the fleshy sac. Her eyes turned white. A glowing pink ring of shining light slowly travelled up her body, removing the illusion of her human form - and replacing it with that of a much taller, voluptuous woman.

Ruby stared in shock. It was the woman in the wall - but now, her body was fully formed, her hair was held up in an elaborate updo, and she was clad in sweeping black robes. A network of black veins traversed the entirety of her stark white skin, and her eyes were the same unsettling shade of black and red as the Grimm. It was especially disconcerting to see the woman stand tall and fully aware directly next to her incomplete torso still embedded in the sac.

Torchwick took a step back from the illusion, his tone unpleasant. "What exactly are you trying to pull now?"

The woman smiled and deftly caught Torchwick's chin before he could get away. "Come now. Is that the way to treat an old friend?" Her voice was rich and deep.

Torchwick's reaction was instantaneous. He struck the woman's arm away and spun out of her reach, pointing Crescent Rose's business end at her. Then he narrowed his eyes and shifted his target to the creature in the sac behind her. "You have one minute to explain yourself. Who are you and what did you do with Neo?"

"Roman, oh Roman," she laughed. "Your precious Neopolitan stands right here before you. Use your Semblance, my dear, if you doubt my words."

The green blaze that lit his eyes was so bright even Ruby could see it. Then he cocked the rifle.

"50 seconds. Neo isn't mute by choice. _What did you do to her?_ "

"Neopolitan is still with us, Roman. She's simply allowing me to communicate, if you will. Assisting me for the time being as I find myself… indisposed." She smiled slightly. "Your partner has generously donated a portion of her soul for the sake of my well-being. Repairing the damage to her vocal cords was the least I could do in return, don't you think?"

"30 seconds," he replied, unmoved. "Who are you?"

The woman laughed again, tinkling and melodious. "Shouldn't the question be _what_ am I? But you know the answer, my dear boy, oh I'm quite sure you know." She smirked, her red eyes glowing with malice. "Now then, shall we keep up appearances for that fragile human mind of yours? You may call me Salem."

Torchwick's voice was lit with barely contained fury. "You're controlling her like a puppet! I'm warning you, let her go."

Salem's demeanor changed instantly; blinking, her eyes shifted to Neo's familiar pink and brown. Something about the way she waved her hand through the air and smirked was undeniably unique to the illusionist, despite her height and appearance. Even stranger was the voice that continued to spill from her mouth, though.

"Coercion? Hardly, Roman. As you can see, my precious Neopolitan is assisting me of her own volition. She's just as much a willing partner to me as she is to you. Isn't that right my dear?"

Salem's body shrugged one shoulder and winked, Neo's twisted smirk playing across her mouth.

"That's enough," Salem said, and her body straightened, regaining its original regal posture. "After all, our time is up, isn't it, Roman?" Her smile was challenging, daring Torchwick to shoot at her physical body.

"Do it!" Ruby kicked her legs out in anger. She swung the toes of her boots up, connecting with the hard scales of the Sobek and extending her heel blades. Then she bent her knees and grunted, hacking away at the monster's tail. "Come on, we can still fight her!"

Salem glanced at her, unimpressed, then raised her hand. Her outstretched fingers compressed into a fist, and Ruby wheezed in pain as the Sobek shifted its grip, squeezing her tightly enough to suck the power out of her kicks.

Torchwick lowered his gun, regarding Salem with interest. "So you really healed Neo, huh?"

"Torchwick!" Ruby shouted.

He growled at her. "Can it, will you? The adults in the room are trying to have a conversation."

"I really must thank you, Roman," Salem said, not bothering to glance in Ruby's direction. "You've done us a great service. We weren't certain you had joined our fold… you've been jealously guarding that soul of yours, after all. Your lovely Neopolitan insisted you could still be of use to us, that you would come around. And so you did, bearing such a gift."

"What can I say? I'm the best at what I do." His smile turned predatory. "But I don't work for free. Why don't you release Neo and take her soul instead?" he offered, pointing a thumb at Ruby.

That hurt a little. No, it hurt a lot, if Ruby was honest with herself. It hurt more than the Sobek's spikes trying to dig through her aura and pierce actual skin, because Torchwick's attack came from the inside, that place where she thought he actually started to _like_ her rather than just tolerate her. She tried not to show anything on her face, but it didn't matter… he wasn't even looking.

Salem, on the other hand, watched in delight while she wrestled with her emotions. "Oh dear! I think you almost made her cry! Remarkable, how thoroughly you lured her in. You've truly exceeded all of my expectations."

"Glad to see you people are finally realizing my value," he said. "But tell me, what's so special about the kid? Why's she worth so much to you?"

The amusement fell off of Salem's face, replaced by a frightening intensity. "That girl is one of the Silver-Eyed Warriors, nemesis to all Grimm. Surely you must have felt it, having spent so much time close to her?"

"She seems pretty clueless to me," Torchwick drawled, shrugging. "If she's got some kind of hidden power, she sure as hell doesn't know how to use it."

Ruby could only hang her head at that; he was right, after all. She couldn't help Neo at all. She couldn't even find her voice to say as much, shutting her eyes in shame. _If I'd managed to bring out my power… If I'd been able to stop Neo, then maybe…_

"I don't see why you're getting so worked up," Torchwick said and Ruby's head shot up, but to her disappointment he was still addressing Salem. "She's just a girl. Sure, she's annoying, but a _warrior_? You've gotta be kidding me. That kid can barely keep up in a brawl." He looked her in the eye and sneered. "Even Neo could tell you that much. Look at the way she fought just now. All that speed, but no practical technique to back it up."

Ruby's mouth dropped open. _What is he-_ Then her brow scrunched in anger. _I spent three years doing nothing but training my ass off! I'm good, damn it!_ "That's a total lie!"

Torchwick pointed Crescent Rose at her before she could continue. "Seriously? You can be annoying with this little toy of yours, I'll give you that. But without it? You're _nothing._ Stop boasting, kid. We all know it's just wishful thinking on your part."

 _I killed that Goliath alone! Me!_ she wanted to spit, but Torchwick's hard look made her bite her tongue.

Salem, however, had narrowed her eyes. "What's this Roman? My my, it seems you've upset Neopolitan. She knows you a little too well, my dear. You didn't happen to get _friendly_ with that abomination, did you?"

Torchwick's face went cold. "Neo knows exactly how I feel about making _friends_."

Salem turned, facing her own partially-formed body. "Neopolitan would like you to prove your sincerity. After all, there's no point in drawing out that pathetic girl's misery, is there?"

The Sobek's tail tightened around Ruby even more and she squeaked in pain.

"I have another task for you, Roman."

"Not so fast," Torchwick interrupted her. "I've been dancing to other peoples' tunes for three long years. In case you've forgotten, it was Cinder Fall who left me to deal with the fallout from her shitshow. I'm not gonna step right back in and get my shoes dirty again without some kind of explanation."

Salem looked over her shoulder and gave Torchwick a very Neo-like frown, but the voice that came from her lips was cool and confident. "Oh Roman, you of little faith."

"Religion is for suckers. Show me some cold, hard proof that working with you will benefit _me_. And don't even think about threatening me with death. You already played that card back on the tower and lost."

Salem turned and laughed lightly. "Such confidence! You speak as though you actually have a choice. Nonetheless, after the service you've provided, it's only fitting that you should know of our plans." She sauntered towards the edge of the lava pit; Torchwick trailed after her.

Ruby had to crane her neck to see where they were standing. Salem made some kind of motion, and something bubbled and oozed its way out of the pool of lava. Another Grimm? Whatever it was displaced the Sobek, which clumsily stepped aside — allowing Ruby to gain view of what it was that Salem had summoned.

"No way," she breathed.

It was _Cinder_. She was covered by a layer of bubbling black ooze that was slowly dripping off, but the pose she remained trapped in was unmistakable - Cinder Fall, still frozen in the exact same position she'd had on top of Beacon's tower, one hand outstretched to hold a long-since shattered glass bow.

 _I did that._ Ruby stared, fascinated and horrified at the same time. She couldn't look away, battling with the spike of hatred that rose on seeing the girl who'd killed Pyrrha. _If only I could get loose… It'd be my chance to take revenge for everything she did to us! Everything she did to JNPR!_ The anger that roared through her was unexpected and ferocious. _She's the real culprit who deserves to die here!_

Salem regarded her with interest. "Well well well," she mused. "Not such an innocent flower after all, are you?"

Her words broke through the red haze that had been clouding Ruby's thoughts, washing it all away with a sick feeling of remorse and chagrin.

 _What was I thinking? This isn't me!_ She took a deep breath, forcing herself to release the twisted fantasy of revenge that felt so foreign and unwelcome to her. _I can't let the Grimm win by falling to their level._

"It might be human to feel hatred, but it's still wrong," she said, sure Salem could read her emotions clearly. "Even if it's Cinder. Killing her would make me just like her."

She'd felt the same way about Torchwick… and though she wasn't sure if her gamble on his humanity had paid off, she didn't regret her choice. If he wasn't the black and white caricature of evil that people desperately wanted to paint him as, then how could she have the authority to judge anyone else's motivations? "I don't want to win by murdering people, not even if they deserve it. Two wrongs don't make a right!"

Salem only laughed. "Silly little girl. That naive idealism isn't something you can hold onto in this world of corruption and decay. It's no wonder your kind are a dying breed. Tell me… how is your mother doing, little Rose?"

She would have recoiled from the jab if the Sobek had allowed it. Then she growled, struggling against her captor. "Leave my mother out of this! If she died fighting an evil like you, then I'm proud to be her daughter!"

The amusement dropped off of Salem's expression. "Your mother is the reason I needed to harvest human souls in the first place," she hissed, her eyes blazing red. "She was a thorn in my side, one that I ultimately plucked. You're but a pale shadow of her, whelp. A disgrace to your race _and_ your line."

Despite her situation, Ruby couldn't help feeling a rush of surprised relief at those words. Though it may have come from an enemy, it was the first piece of solid information she'd ever heard about her mother's disappearance. Everyone but Yang had refused to speak to her about it. She'd eventually given up and resigned herself to being unable to quench her desperate thirst for information, unable face the sadness of _not knowing_ every single day.

 _Mother… this is what you gave your life doing? I'm sorry that I didn't understand before._ She dipped her head, feeling a tear run down her cheek. But when she looked up, it was with a firm smile on her face.

"The only thing you want is to see people suffer. It doesn't matter who, it doesn't matter how…" Her eyes fell on Torchwick, who was looking at her. "It doesn't even matter if it's your own allies. That's what you really feed on… pain and misery. Was that why you let me see Cinder?" She glared at Salem. "To test if I could become something for you to feast on? Sorry, but I refuse."

"That's not the only reason you're here, girl." Salem regained her composure, her face no longer twisted into an ugly snarl. She turned her head. "Roman. Do you know where the Grimm come from?"

"I'm going to go out on a limb here and say you," he answered carefully.

"Technically, you may be correct," Salem told him with a smile. "I am not omnipotent, however. The power I draw to create the Grimm stems from humanity itself. Such a feast, how could I refuse it?" She laughed, and the flesh sac containing her real body shuddered. "Grimm are drawn to mankind's negative emotions - the ugly stains on all of your souls. You, Roman, are especially beautiful to us. A masterpiece."

"What a compliment," he said dryly.

"When the humans of long ago learned to physically crystallize their souls using Dust, they created more than the mere auras and Semblances. They created _us_."

Ruby stilled, surprise washing over her. "No way… humanity evolved into Huntsmen to fight the Grimm! You guys were the threat!"

Salem's smile was cruel. "You should ask Ozpin about that sometime, dear. I'm sure he'd be quite eager to support the histories recorded in your human records. He helped craft them, after all." She turned her attention back to Torchwick. "We are the collective result of man's hatred, greed, jealousy, and despair. We were given shape and power through the perversion of this world's Dust resources. And _I_ am the pinnacle of that evolution: Remnant's first sentient Grimm, though I will not be its last."

She bowed mockingly to Torchwick. "You have my deepest gratitude. We, however, have evolved _beyond_ humanity. We no longer rely on mankind to survive and procreate." Lifting her hand, she allowed various shapes of half-formed Grimm, both familiar and strange, to rise and fall from the pool of lava. "I have the power to mold this world's hatred into my children. And as we multiply, we become self-sustaining. We are no longer crude imitations of the native life in this world - we are Remnant's next evolutionary step forward, Roman. _Our race_ was meant to survive as the fittest. And you are one of the few of humanity I've deemed worthy of saving. You should embrace the gift which you were given."

"She's lying!" Ruby struggled against her bonds. "She said she took Neo's soul, didn't she? She just wants to use you to rebuild her own body! It's not a _gift_ , she's turning you into _food_!"

"Hush, child," Salem snapped. "Foolish humans continue to exploit Dust for their own selfish purposes, destroying the very soul of Remnant to satiate the greed of the few. Roman and Neopolitan are among those who know this best." She smiled, looking out over the lava at Cinder's body. "You nearsighted humans may disagree with our methods, but we Grimm are working to preserve what is left of our world. Perhaps even save it. If that requires the destruction of human civilization, then so be it."

She looked at Roman once more. "I may take your souls, but I value each and every one of you, even more than my own creations. You are my _human_ children, so warped by their own race that they have transcended it. As for the rest of the cattle…" Her tone dropped into disdain. "Their greed has created their downfall. The only thing standing in the way of our triumph is Ozpin and his silver-eyed pawns." She looked up at Ruby. "But we shall put him in check for the last time."

A chill ran down her spine. "What is capturing me going to do to Ozpin? I'm not his pawn! I don't even know where he is!"

"Ignorant fool. Does the pawn need to know what it is, or how it is used? It's the lot of your kind to serve and die blindly for your king." She laughed. "And who said anything about capturing you, my dear? Oh no, we're going to kill you. It's the only certain way to release the spell you've put upon my precious children. Your demise will free Cinder and my dragon."

 _No,_ she thought, doing her best to struggle against the suffocating grasp of the Sobek. "You can't do this!" _I'm not going to die here!_ She stared at Torchwick, who had remained silent throughout the exchange.

"Your life will end by my hands, just as your mother's did," Salem said, drawing her attention. Her form rippled and blurred, transforming back into the familiar human figure of Neo. She opened her parasol and twirled it over one shoulder. "My Neopolitan hungers for it. Say your final farewells, girl."

Ruby swallowed; she wanted to beg Torchwick to stop acting and _do_ something. That everything he'd told her until that point had been real, that they were becoming friends despite his allergy to the term. She sought him out with her eyes, silently pleading.

Neo noticed of course, though it was Salem's voice which emerged from her throat. "Are you still hoping a knight in shining armor will come and save you?" She giggled. "You should know by now that Roman is no knight."

Torchwick drew closer to Neo. "Well, what do you think Red? It was a pretty convincing argument. For a moment there, I thought we had something, but…" He sighed and shrugged emphatically, a careless pout on his face. "In the end, I prefer to come out on top of things. Like I said before... I can't afford to lose."

She bit her lip. _What he told me in the forest… that had to be real. It_ _ **had**_ _to be. I saw his pain. I know how he felt._ "I believe in you," she said to Torchwick.

He groaned and rolled his eyes. "Kid, you must have a room temperature IQ."

Neo smirked at the exchange. "My Neopolitan would like to offer you a gift, and I think it's a wonderful idea to complete your initiation into our family. Your partner believes you know the right thing to do, Roman. Please, show us all."

Ruby held her breath. Despite Salem's friendly invitation, she knew better than to think Torchwick was being offered a boon. _This is a test. Torchwick's test._ He was being granted the choice between becoming cannon fodder… or being the cannon this time around. The choice was a no-brainer for someone like him; she saw how Neo had stepped slightly behind Torchwick, her hand on the parasol. If he failed this test, she was certain his punishment would be swift and absolute - and as cruel as possible.

Torchwick raised Crescent Rose to his shoulder, his Semblance activating as he aimed at her. She couldn't help but feel the irony of being killed by a gun she had built and named after herself. But as she waited, she could also see he was conflicted, despite his seemingly self-assured attitude.

He was too good of a sharpshooter. He could end everything before she finished her current thought… but he hadn't pulled the trigger yet. She shut her eyes, not wanting to watch his struggle and witness the result.

"Roman." Salem's voice had an edge to it. "Don't tell me you've grown fond of that thing?"

 _If only I could get my eyes to work, we wouldn't be in this mess. He wouldn't have to choose. He and Neo could finally have their happy ending._

The seconds ticked by. _What's he doing? He's going to lose everything like this!_

Pushing her fear away, Ruby exhaled deeply. _I promised, didn't I? I promised I'd protect him. I can still do that, even like this._ She opened her eyes.

"Hey, Torchwick." He started, tilting his head away from the gun and looking at her. "No, I'm gonna call you Roman. I think you need that right now."

"Why's that?" he asked her, sounding hoarse.

"You might not believe in friendship, but I do. And if I'm gonna go, I'd rather have a friend do it than a Grimm. Besides, calling you my friend will make it easier for you to shoot me, won't it?" She forced a smirk.

He shook his head slightly at her, eyes wide as the barrel of the rifle drooped.

"I just want you to do what you've always done best: lie, steal, cheat… and _survive_." She drew out the last word, thinking of her promise. If there was anything Torchwick - no, _Roman_ \- had proved himself a master of, it was making a getaway. He was a pretty smart guy; she knew he'd understand. _I saved you enough times that you better not throw this chance away! Get out of here and live your life this time, stupid!_

"Why Roman, you lady-killer!" Salem's tittering voice was at odds with the ugly look on Neo's face. "I didn't realize you liked them so young. She's completely fallen for you, hasn't she?"

Ruby almost gagged. Something stubborn inside of her didn't want the last expression on her face to be one of disgust, though. Instead, she rolled her eyes. It was pretty hard maintaining her resolve to sacrifice herself when everyone seemed to want to draw out her murder. Losing her patience, she glared at Roman. "Whatever! Just get it over with already, this is driving me nuts!"

"For the record, we're not dating," Roman sighed. Then, eyes glowing, he lifted Crescent Rose and fired.

The rifle's retort thundered through the cavern, and Ruby's heart leapt into her throat. It took her a split second to register that she hadn't been shot. Then she stared in disbelief at the red spot that had appeared between Cinder's eyes and the accompanying spray of red behind her head.

Ruby's thoughts stalled. _Torchwick shot Cinder Fall._ _Roman killed Cinder._

Neo - or was it Salem? - let out an inhuman wail. "You fool! Do you know what you've done?"

"Something I've been dying to do to that bitch for three years," he spat, leaping away from Neo as he switched weapons, activating Ruby Tuesday's heavy-fire mode. He began shooting at the Sobek, which thrashed angrily and turned to face him.

"Ahh!" The tail's grip around her became crushing, waking her from her shock with a painful jolt.

"Forget that fool and kill her before it happens!" she heard Salem roar, and Ruby gasped, her breath squeezed out as something inside of her popped. Aura could keep her skin from bruising, but a marshmallow sandwiched between two steel crackers would still squish under enough pressure. She tried not to think of squished marshmallows as the Sobek continued to crush her ribs, tasting the coppery blood rising up in her throat.

Despite the pain, she felt strands of her hair tickling her face and floating free as something whizzed past her cheek. The Sobek's grip loosened, and though her senses were muzzy she realized bullets were flying past her - Roman was open-firing with his automatic on _her_. Except she wasn't being hit; he was aiming around her with surgical precision, carving her out of the Sobek's tail under a continuous spray of bullets despite the Grimm's tossing and writhing. His attack bought her enough room to breathe again, but she could tell it wasn't working; the Sobek, like the Goliath, was simply too big and too tough to kill with bullets alone.

"Just go!" she managed to cough out. "Get out of here!"

" _No!"_ he growled as the Sobek flung her away - and directly towards the pool of tainted lava, where Cinder's ravaged body was slowly sinking away.

Ruby didn't understand what was happening as she flew towards her death. She activated her Semblance automatically in the hopes of being able to heal her ribs and do something to prevent her splashdown into the pool of corruption. But instead feeling herself speed up, the world slowed to a crawl.

She watched a sphere of burning white light rise out of Cinder's body; watched as it rolled aimlessly over the corpse, which was disintegrating into pools of black ichor. _Is that the power Jaune said Cinder stole from the Fall Maiden? But Roman killed Cinder this time. Does that mean he's gonna become the Fall Bachelor?_ She wanted to laugh at the absurdity of it all but her ribs were still on fire.

What she wasn't prepared for was the light to stop spinning and shoot towards her, smashing into her chest. She jerked backwards, both in pain and to get away from the lava, which was still approaching all too quickly despite her slowed sense of time.

It took her a few moments to notice she wasn't falling anymore.

Something bright and warm enveloped her, filling her with a buzzing energy from the top of her head to the tips of her toes. Flashes of light blinded her, and after a moment she realized they were bolts of pure energy circling around her body. As if from far away, she heard Salem's keening cry.

She looked up from her outstretched hands and saw Roman yelling at her, a look of disbelief on his face. Then she realized he was trying to warn her about something and spun around, panicking.

The Sobek was rushing towards her, rearing up on its hind legs with its maw wide open to swallow her whole. Gasping, she reached down to try to slap it away with her bare hands, as if it would do any good.

A blast of wind followed the motion, doing exactly that. It was so powerful it flattened the Sobek against the cavern floor, breaking off several of its bony plates from the pressure and creating a small crater around its body.

 _Did I just do that?_

Somewhere inside of herself, Ruby knew she had; she could feel a strange new power moving within her. It was warm and wild, rushing through her veins like sparkling river rapids. As she considered her newfound strength, lightning began to crackle over her entire body. Her awe was coupled with a sense of extreme frustration, though; just like her silver eyes, she had no idea how to tap into or activate the power she could so clearly feel.

"No!" Neo's eyes were wild as she raised both of her hands, causing a myriad of shapes to rise from the black lava. They were rapidly twisting and forming into Grimm, their eyes glowing with a spark of life.

 _Damn it… if only I could shoot fireballs out of my fingertips the way Cinder did!_

Her mouth went dry as the thought stopped her cold.

"No," she whispered to herself, feeling the power buck and strain under her skin, begging to be released. "I take that back… I never want to be _anything_ like Cinder."

The Grimm were wriggling their way out of the lava now; she was safe for the moment, suspended in mid-air by circling winds. Roman, however, wasn't. He was backed against the wall, looking a little wild-eyed as he switched between targets, shooting at everything that moved. He still had Crescent Rose tucked under one arm, and she felt a sense of despair.

 _I have to do something! But without my weapon -_

She looked down at her hands, the winds still whistling around her.

 _No. I killed a Goliath. I'm not helpless._

Doing her best to ignore the powers she didn't understand, she focused her energy into activating the one she did. Rose petals exploded around her as she threw herself towards the sea of Grimm, trying to clear a path for him to escape.

The howling winds following her didn't abate as she rushed forward. She twisted, whirling her arms around, imagining they were weapons on their own. With enough speed, she knew they could be. Before she could attain that velocity, however, the wind accompanying her accommodated her wishes, becoming invisible, razor-sharp blades that followed the motions of her hands, cutting through the Grimm just as her scythe would have. There was no time to consider how strange it felt or how it had happened; she just knew she had to reach Roman before Neo did.

She caught glimpses of him as she fought her way through the half-formed but ferocious Grimm; his eyes were bright, and no matter how good he was at shooting things, there were just too many-

It was almost like watching in slow-motion again when Neo cartwheeled towards Roman, rapier in hand. Roman saw her coming - of course he did, with those eyes. She saw Neo's fury, saw the despair in his eyes as he made his split second decision. She saw the exact moment when he lowered his gun - and his aura.

 _No! Not when he's come so far!_

Something inside of her shook, a dam inside of her breaking.

 _I won't watch another friend die!_

The Grimm surrounding her evaporated into mist; silver light was pouring out of her eyes, destroying every corrupted creature within her reach. Even Neo was caught by the attack, frozen in place with her eyes wide and mouth open. Her rapier had already pressed into Roman's throat, drawing a tiny trickle of blood.

Even though she'd frozen Roman in shock and Neo by force, Ruby herself was still moving, flying towards them in a burst of speed that bled color and light away from her vision.

In that instant of darkness, she knew her mind clearly; she could hear every thought in her head, soft as a whisper and sharp as a razor's edge.

He'd never stop reaching for his goal, running after the Neo that existed in his mind. He'd never be able to see what he was really chasing was nothing more than a memory. The woman he'd loved died three years ago, and Roman would tear himself to pieces to join her.

 _I'll protect you… even from yourself._

Her scythe of air was even sharper than Crescent Rose, and weightless. She hadn't realized how deeply she'd driven it through Neo's torso until the paralysis spell broke.

Neo's illusion shattered, revealing her ravaged skin and Grimm-like features. Black tears began to gather and drip from her eyes as she trembled. A thin, reedy voice emerged from her lips, sounding nothing at all like Salem.

"Ro… man?"

Neo's body toppled over, sliding away in two halves when the air blade dissipated. Ruby watched, feeling numb as Neo's corpse melted away, just as Cinder's had.

 _I killed her. She could still use her Semblance right until the end. She wasn't completely Grimm yet. I... killed another human being._

She felt like vomiting.

Roman's mouth opened and closed. He looked like he was going to scream. She thought she might join him. Someone else beat them to it, though. The inhuman screech that turned both of their heads came from womb of the creature in the wall. It, too, had been ravaged by her silver-eyed attack, its flesh shredded and broken. The flesh sac was still intact, though, and Salem's eyes were open. She was looking straight towards them, furious, her loose hair writhing around her head like snakes.

Ruby didn't hesitate. Even with the newfound power coursing through her veins, she knew better than to challenge the pure evil radiating the creature who'd killed her mother. Stretching her arm out, she hooked Roman by his waist and pulled, speeding them both towards the pool of lava.

"No!" he shouted, but she ignored him, pushing them towards the edge of the ledge.

 _We can make this jump!_ The strong gust of wind that followed her thought made it a reality, blasting them straight across the lava and through the crumbled remains of the entrance to the staircase.

As she picked herself up, coughing, she noted with relief that Roman must have reactivated his aura, seeing as he wasn't injured. He was still completely dazed, though - barely able to stand, let alone lead them out of the maze of tunnels.

 _I want that,_ Ruby thought enviously as she approached him. _I want to have the time to deal with all of this crap, too._ But the cavern behind them rumbled, and she knew she didn't have that luxury. She'd always been pretty good at separating her worries from her duties. Neo's black tears flashed through her mind briefly, and she shook her head to clear it. _My humanity can wait. We need a Huntress right now._

"We're moving," she said as an apology. Then, grabbing Roman by his arm, she ducked and slid her own between his legs, pulling him over her shoulder and standing up straight.

Dangling him off of her back certainly got his attention. "What the hell! Put me down!"

"Shut up and hold on," she snapped back, hooking her elbow around his leg and racing up the stairs. He couldn't have been too comfortable, considering the speed at which she was running, but he did stop struggling and plant his hand in the small of her back to stabilize himself.

There was no time to ask him for directions; the cave was still shaking and the only thing Ruby knew was that they needed to go up. _Too many walls_ , she thought, sweating as she tried to find a path through. Her temper broke, and her eyes blazed with fury.

"Get out of my way!" she screamed, and a blast of wind followed her command, creating a deafening shockwave that tunneled through the solid rock walls. She was already racing through the path before the wave finished traveling, pushing with her Semblance to keep up with the destruction.

She heard Roman hiss in pain as electricity began to crackle around her again, but paid him no mind. He could withstand a little electrocution since she was doing all the work here; maybe he'd even snap out of his funk and help with their escape.

They burst out of the side of the mountain in a shower of lightning, raining dust and pebbles everywhere, and shot straight up into the air. They'd been underground so long that morning had dawned, giving them a clear view of the wilderness… and just how far below them it was. Ruby managed to stop their ascent as soon as she realized what was happening. Roman's additional weight, however, made her wobbly, and they began to sink towards the ground as she lost control.

"Shit! Don't put us down that quickly!" His hand clenched around her arm as they started to fall.

"It's not like I have a choice!" she wailed as they picked up speed, plummeting towards the ground. She tried her best to direct them to a forested area, where the impact might not hurt so much.

" _Join the flight program_ , they said! _You''ll love flying,_ they said! Fucking bastards!"

Roman's panicked expletives did get Ruby's mind to start churning, though. She aimed her feet towards the ground, trying to figure out how to slow them down. _Like the Bullhead's jet engines_ , she thought, kicking her feet towards the ground. After a few tries, it worked; flames spluttered to life under her boots. She kept cycling her feet, and soon a steady roaring blast burst out from both of her heels. It worked to slow their descent somewhat, but it was already too late.

"Grimm!" Roman yelled just before they hit the ground. They broke apart on impact, and Ruby rolled to her feet, coming up fighting.

The wind scythes were easier to call this time as she dodged to the side of a charging Death Stalker and swung her arm around, separating its jointed tail. She dropped to her knees, cutting the legs out from under a leaping Ursa, then shot up and severed the arms off of a pair of Beowolves as she slid backwards from her momentum.

Gunfire sounded to her left; she spun to face it and heard Roman's yell.

"Catch!" Crescent Rose sailed through the air. Joy flooded through her as she leapt up to grab it, unfolding the scythe in mid-air. She spun around, swinging the weapon as she landed and slicing apart the Grimm unfortunate enough to be in her path.

Clearing her way through the Grimm with broad sweeping attacks, she forged a path towards Roman, who was doing his best to get to higher ground. It was easier than before, she noticed as she swung the scythe around, as if the wind was carrying the weight of the blade for her. She didn't even have to pull the trigger to gain momentum on most of her swings, even able to augment her attacks with short, powerful blasts of wind. She'd heard rumors of what the Maiden powers could do, but so far controlling air seemed to be easier to get the hang of than anything else.

"About time," Roman said when she reached his side. He was breathing heavily and his white jacket, already in a sad state before, was now ripped and torn in several places. Despite everything, he'd somehow managed to keep ahold of his bowler hat. "It feels like Salem sicced every Grimm on this island after us."

"She probably did," Ruby answered, eying the sky overhead. Lancers, Griffons, and Nevermores were circling around them, out of the range of their rifles but threatening nonetheless. "Take care of the ones on the ground. I'm going to buy us some time." Collapsing her scythe, she put Crescent Rose away and shook out her arms. "Let's hope this works," she muttered.

"A little help here?" Roman was too busy shooting to keep an eye on her.

Ignoring him, she lifted her arms into a boxer's stance. _Yang, help me out,_ she prayed, taking a deep breath. Then, cringing, she started punching towards the sky, punctuating each hit with a yell.

"For fuck's sake!" she heard Roman groan as her first few punches produced nothing but embarrassment. Just like before, though, she felt the power building behind her knuckles with each hit. A gentle gust of wind followed her next punch; a stronger breeze after that.

 _Maybe Yang's technique isn't right for me,_ Ruby thought, releasing her fists as she continued to push weak streams of air into the sky. She thought about the wind blades she'd created underground, how they'd felt like natural extensions of her arms.

 _Maybe throwing knives? Really, really giant knives?_ A Griffon was taking aim at them; she was going to have to figure this one out quickly or their high ground would soon turn into a disadvantage.

"Fine, I get it, you've completely lost your mind, so I'll stop asking!" Roman grunted as he spun around her, though he didn't stop defending their position.

Concentrating, Ruby stopped trying to send straight punches into the sky and tried spinning instead while throwing her arms to the side, imagining she was hurling her scythe into the air. The long sweeping motions she made with her arms were more effective; thin jets of air turned into the arcing blades she'd used before. Only this time, they flew forward - conveniently intercepting the Griffon that had decided to dive-bomb them. It separated into two halves in a shower of black blood, crushing a few of the land-bound Grimm surrounding them as it crashed.

"Yes," she breathed, a predatory smile stealing over her face. Then, using her Semblance to boost her speed, she started swinging in earnest.

"Holy shit," she heard Roman say as the blades of wind multiplied rapidly, cutting a hole through the morass of Grimm directly above them. "Hey, down here too!" he yelled, throwing himself to the ground and covering his head.

Ruby didn't stop swinging her arms but changed directions, aiming lower and continuing to force the slashing winds out in every direction. It wasn't long before the charging Grimm were either dead or making a hasty retreat, trying to avoid the hurricane of blades she fired after them. Her attack also had the inadvertent effect of mowing down the forest; when she finally stopped, they were standing in the middle of a wreckage of splintered wood and torn earth.

Roman sat up with a low whistle. "That's… something," he said into the unnatural silence, surveying their surroundings. He took off his hat and ran a hand through his hair. "So… I don't suppose you have an escape plan? Because while all of this is amazing, you know they're coming back."

Ruby sank to her knees, panting. Her arms ached, and she hadn't managed to completely heal her ribs yet. "I want to fall over and sleep for about a million years," she groaned, dropping her head forward. Her eyes widened when a cloud of hair that hadn't been there before followed the motion. She grabbed it, panicking, then looked up at Roman. "Did I…?"

He smiled wearily, tipping his hat back on. "Yep. I'd say… around 30ish this time?"

She took a moment to try and process that. "Maybe it was when I healed my ribs?" she said softly, hating the tremor in her voice. "Or using my Semblance together with this… whatever it is," she mumbled, holding up her arms for inspection. Her fingers were bonier than she remembered them being, and the veins under the skin of her hands more prominent.

"Hey, don't take it so hard," he tried, nudging her arm. "You still look better than Goodwitch."

She dropped her hands and blinked back her tears. "Thanks, I guess." Part of her wanted to ask how he was doing, but she knew it was a stupid question, coming from her. She snuck a glance at him anyway and realized how tired he looked. It was more than just shell-shock; he was on the cusp of aura fatigue. "Hey, Roman, your aura…"

He laughed hollowly. "Are those really going to be your last words? Worrying about my lack of aura?" He nodded at the edge of the wreckage she'd created, where even now the first few pinpricks of red were beginning to glow from between the trees. "All that effort for nothing. Sorry, Ruby."

She gathered her panic, insecurity, and sorrow and stuffed them firmly into the drawer in her mind labeled LATER. "We're not dying here," she said, pulling herself to her feet. "So I think I'll spare you the heroic monologue. Come on, stand up."

He struggled to his feet. "Smart. The last time I stopped to give a monologue, it didn't work out too well for me." Then he smirked. "That didn't work out so well for Salem either, huh."

His amusement was fleeting as the Neopolitan-colored elephant between them reared its head. "I guess I should thank you for saving me again." He didn't sound very grateful, but didn't seem angry either. He just looked tired.

Ruby rolled her shoulders, preparing herself. "Hey, where are we parked?" she asked casually.

He turned to look at her for a long moment. Then, sighing, he pointed at something in the distance. "See there? Between where the hill slopes down that way…" His finger traced a path along the horizon. "And that rock formation on the other side."

Ruby tracked the path of his finger until she was reasonably sure she knew where to go. "Thanks," she said. Then she smiled at him. "You know, whoever coined that phrase about _damsels_ in distress never met you."

He chuckled a little at that, and she felt pleased at her small success. "Cheer up. I really won't let you die here."

"I really don't think that's up to you," Roman replied, preparing his rifle.

"Put that away, you won't need it," she said. "Now hold still, I'm going to lift you again."

"Wait a minute." He looked suspicious. "What are you planning this time?"

She growled at him, eying the advancing Grimm. "We don't have time for this!" Grabbing his arm, she slipped under his guard again and hefted him into another fireman's carry.

Roman yelped in surprise. "You know I'm about a foot taller than you!" he sputtered.

"And you're not fast enough to get away from them. We don't have a choice here!"

"Get another idea! This one is terrible!" he said, struggling. She pinched him behind his knee and he howled in pain. "Getting rescued by you is a habit I need to quit," he snarled, and she grinned in reply.

The Grimm were blocking their way forward. Behind her, something roared as it burst out of the ruined mountainside.

"Get used to it," she retorted, bending her knees. Rose petals puffed around her once, twice…

"Oh shit..."

"Now," she said, and launched them forward.

* * *

 **Notes**

Can Ruby really carry Torchwick anywhere, being a foot shorter than him, even without any special powers? Why yes, yes she can. Almost anyone reasonably fit can carry another human being using the fireman's carry technique. You can google a million and a half entertaining YouTube videos on this, including ones featuring tiny girls carrying larger men.


	12. 11: Undo

**11: Undo**

Roman was going to die. He was absolutely sure of it. The question of _when_ that would happen was the finer point.

Ruby was doing her best to speed up the process much too significantly for his liking. His stomach churned as they raced towards the army of Grimm challenging them. He had no idea how she was going to fight her way through that, and the way he was being jostled like a sack of potatoes over her back wasn't affording him the breath to ask.

His surroundings soon became a blur; he couldn't make out anything but the small of Ruby's back and the fan of her hair. Though tired, Roman hated being held hostage to ignorance much more than overexertion.

 _One more time. Come on, keep it together!_

Head pounding, he activated his Semblance and the fuzzy blurs surrounding them came into sharp focus. Then he almost wished he hadn't as he saw how narrow the path was that Ruby had chosen through the Grimm. She was dodging rather than fighting them, every fiber of her being intent on weaving through their enemies as efficiently as possible.

The fang of a Taijitu brushed by his cheek. The claws of an Ursa whispered past his sleeve. A Geist reached out with one clawed hand; Ruby didn't bother dodging that one, simply running right through it, obliterating it with the impact of their bodies.

Her grip on his legs was firm and her focus was unwavering. Maybe he was wrong; maybe battles _could_ be a dance, if Ruby was the one doing the leading. He wondered if she realized how good she was at it. And also how anyone could so skillfully master the art of combat without ever wanting to _kill_ anybody. She'd even almost succeeded with that.

The spike of pain that erupted in his chest was probably from her boney shoulder digging into it.

Ruby plowed them through a field of Creeps, using their heads as stepping-stones. She managed to hang onto him as she flipped her way through a Nevermore's ranged attack, utilizing his weight to counterbalance her momentum in much the same way she did with her scythe. Something like hope began to grow inside of him; maybe, just maybe, escaping from Exsul wasn't simply her wishful thinking.

Then Ruby stumbled, one slight misstep. She regained her balance almost instantly, but he'd felt it - a break in her otherwise sure movements. She managed to dodge through the swipe of a Beowulf and avoid a close-fisted swing from a Beringel - but he saw the ribbon of red blossom against her leg as a Lepus scored it with its antlers. They passed by a Griffon so closely that Roman felt the back of his jacket tear open.

And then, suddenly, they were past the worst of the Grimm ambush. At the speed they were traveling, he guessed they'd reach the Bullhead in a few minutes. Ruby tripped again, and instead of observing the Grimm, Roman looked at her instead.

He felt his throat go dry at the prospect of what those few minutes would mean when he saw her. Her hair sailed over his shoulders, as long as the Ice Queen's now and gradually turning just as pale. She still wasn't slowing down - Ruby was taking no chances, the look on her face one of pure determination.

"Stop," he tried to say, but the wind snatched the words away before they could reach her. He balled his hand into a fist and struck her in the back; she stumbled, but kept on running. "Damn it, Ruby! Enough already!" He hit her harder, but she was ignoring him now. Frustrated, he gripped the barrel of Ruby Tuesday and drove the butt of the rifle squarely into her back with his entire strength.

Yelping in pain, she fell; she was traveling much too quickly to stop, though. They crashed into the ground, carving out a shallow canyon that ripped apart the forest as they slid by. Even without running, their momentum carried them all the way into the middle of the clearing where he'd landed the Bullhead.

Roman rolled to a stop, groaning in pain. He didn't manage to hold onto his aura during the crash - the last few feet of their slide had _hurt_. Ruby's hand was still hanging on to his leg with a death grip. He was bruised and bleeding and he could swear his jacket was smoking but ignored it, prying her hand off of his leg and dragging himself over her prone body.

He cursed under his breath when he saw her. She'd suffered a similar fate - for all of the freakish control she was able to exert over her aura expenditure, even she had to run out of steam at some point. Though breathing, she was unconscious. Her skin was also covered with bruises and lacerations from their rough landing. Still, that wasn't what worried him the most.

Long white hair sprouted from the crown of her head and gradually tapered in a gradient down to her natural black. The tips of her hair were still dyed in that garish red, reminding him of her real age. She'd knocked herself out cold; when he eased her onto her back, he swore at what he saw.

What had once been the hints of a line here and there had evolved into a roadmap of fine wrinkles. Her face was weathered with the stress of a lifetime she hadn't actually yet lived, the skin stretched tight across her bones. He briefly wondered if their lack of meals had anything to do with the way she developed during her rapid aging, because she was even thinner than before - and not in a good way.

"Fool. You look old enough to be my mother," he growled, reaching down to grab her. He fought the wave of dizziness that threatened to overcome him, knowing they'd have to move fast. Ruby might have been able to outrun Salem's summoned forces, but the local Grimm were still around somewhere. It wouldn't take long for a stray Lepus or Boarbatusk to spot them, and then they'd be royally fucked.

His hands closed around her shoulders, and he froze.

 _Wait a minute._

He looked down at Ruby, his thoughts churning. "Well grandma," he said as sat her up in his arms. He slapped her on the cheeks a few times to be sure she was out before continuing. "Looks like you're not waking up anytime soon."

It was an uncharitable moniker, he knew; at best she looked to be around Ozpin's age, maybe a little older. It was hard to tell; either she had some lucky genes in her family, or her forced aging had skipped over the harsher tolls of the process. Her skin was still relatively even-toned and unblemished, discounting of course all those lines etched into her face. He reached out and stroked a slow finger along her cheek.

"Should I leave you here?" he asked softly. "Neo would have liked that." His hand continued to travel down her neck, where he spread his fingers, then closed them around her throat. _It'd be so easy to just squeeze. Less cruel than leaving behind a body for the Grimm to tear apart._

He could reserve that achievement for himself.

"I'm tired of running, Ruby," he admitted, keeping his hand on her throat. "But you destroyed the last place in this damn world that I could call home." His fingers twitched, and he had to stop speaking after that because his teeth clenched together so tightly his jaw hurt.

"I hate you," he managed to say after a few moments. "I… really hate you, Ruby Rose."

He wouldn't have been surprised if she woke up right then. He even imagined what she'd do. Probably make one of those faces again - the ones that clearly screamed _Torchwick's losing his damn mind_ \- and then lob him a witty retort with a good helping of after-school special platitudes.

His tremors intensified, his hand shaking on her fragile, exposed throat.

Except she _wouldn't_ do any of that. Because to her, he'd become _Roman_ , not _Torchwick_. She was awkwardly, painfully transparent, especially about her feelings. She'd probably apologize, give him a hug, and say something about him looking like he needed a friend right now.

"I don't think I want to be your friend," he parroted back at her, the exact words she'd used against him once. But it wasn't the same. It wasn't because he didn't trust her. It was because he did.

"You won't stop, you bulldog," he ground out, releasing her throat. "No matter what I do to you, you keep trying to save me. _I don't want to be saved_." He picked her up and staggered towards the Bullhead. She was still so heavy, a real burden to carry. "I don't want to see the world the way you do, kid," he panted.

 _Isn't it lonely?_ he could hear her asking as her younger self skipped by his side, as fresh-faced as the first time he'd ever met her. _Not having anything or anyone to trust or believe in?_

"I trusted my team, and look where it got me: last man standing," he spat as he dumped her body into the co-pilot's chair. "First the Grimm, now you," he added as he strapped her in. "Can't you fuckers stay the hell out of my head?"

He heard her giggle and straightened. She was a little older now, that dyed black hair slightly longer than before. _They trusted you too._ Her smile was understanding; that was the worst part. _You know it, don't you? In your heart. Your prison, your key._

"I'm not trapped," he swore as he waved her out of his way and sat down, starting up the Bullhead's engines. He sealed the hatch and looked through the windshield; the glowing eyes of a colony of Lepus were winking to life at the edge of the forest. "I'm the freest man in Remnant. No responsibilities, not anymore. You guaranteed that when you killed her."

Her silver eyes were gentle, not the monstrous anti-Grimm weapons he knew they could be. They still pierced straight through his soul when he looked up. _It doesn't matter what you call it. Love and duty? They can be the same things to a team leader. You don't need to be able to sacrifice your team to be a good one. You need to be willing to sacrifice yourself._

Ruby was still unconscious; he glanced over at her body slumped over in the chair to be sure. He felt another pang in his chest as he studied the long, mismatched hair spilling over her shoulders. How many times now had she done that for him?

"Team REND was a stupid name," he reminded himself, guiding the Bullhead off the ground.

 _But you loved them,_ she answered. _That's why you were their leader. They were your home._

He watched the horde of Lepus rushing towards the airship. The creatures could probably still bring them down at this point if he didn't manage to get clear of the field; the Bullhead had barely lifted away from the ground and was gaining altitude too slowly.

 _You're the one who destroyed your own home first,_ Ruby reminded him, looking older now - the face he'd grown most accustomed to seeing her wear around him. _You turned your back on Atlas and Team REND and ran away._

"I know that," he said, sweating. "Can you save the speech? I'm trying to concentrate here."

 _You're trying to decide,_ she corrected him. _Go up in flames now with them, or find a new home in the future with me._

"You're not real!" Roman yelled as his hands gripped the yoke. The rolling black wave of eyes, horns and teeth churned towards the airship. "You're not the real Ruby!"

 _Of course not, Roman_. _I'm you._

He blanked, quiet surprise dousing the deafening confusion of his thoughts. "I'm not that good," he whispered into the sudden silence.

He felt her ghostly arms circle around his neck. _It doesn't matter how many mistakes you've made, or how low you've gone._ She smiled against his cheek. _If you want to find a new home, the first place you have to start is within._ The apparition slid around to face him with that smile - Ruby's smile. That trusting, innocent thing he was certain he'd blown to smithereens alongside Dandelion, Ecru, and half of Atlas Academy's Dust depot.

"The things I've done to survive..."

 _Don't use that as an excuse to run away anymore._ The apparition kneeled and leaned its head against Ruby's knee. _This girl keeps telling you what she sees in you. Haven't you understood yet?_ It reached up and touched a gentle hand to Ruby's cheek.

"Hope," he croaked out helplessly. "She thinks even someone like me can still be _good_."

Ruby's image turned its head and looked at him again, and he felt the edges of the anger and desperation that had held him together for so long start to crumble.

 _That's_ _ **because**_ _it's you. If you can change, so can the rest of this damaged world._ She faded away, leaving him alone with the real Ruby, but the whisper in his mind lingered. _You're not going mad, Roman. You're finally starting to listen._

Something inside of him that had been raging calmed, much as it had when the Grimm voices in his head had shut down under the pine tree. And in that vacuum, the grief that he hadn't been allowing himself to consider was suddenly present, raw and naked. _Neo. My Neo… she's gone, really gone this time._ He had no defenses left to block it anymore, and the pain threatened to overwhelm him.

Roman wasn't sure what Neo would have thought of his weakness just then; the woman he'd met had already been consumed by Salem. He wondered if she'd weathered the same slow slide into madness as he. If meeting Ruby earlier could've helped her, too. But still, he was sure he knew the human Neo better than anyone else in this world. She'd shared his goals and dreams, to the point of following him out of Atlas. She'd always wanted what was best for him. Maybe she'd even wanted that as a Grimm, in her own twisted way.

The intense feeling of her loss was another blow to his damaged soul. But alongside that crushing weight was a fragile bandage wrapping around the wound, binding the grief and making the hole in his chest bearable: this newfound will to survive. _Neo - my Neo - she would've wanted me to see what came next._

His attention came back to his surroundings, and he made a decision.

"Not today, you bastards."

The Bullhead rotated in a wide circle over the clearing. Roman aimed the jets towards the oncoming Grimm, blasting them with clean, blue, dust-powered fire. After spinning the ship a few more times to make sure he hadn't missed any, he raised the Bullhead above the tree line. Black clouds of smoke from the charred remains of his enemies followed the ship upwards, dissipating as their bodies crumbled away.

In the distance, he watched the airborne Grimm circling over the mountainside change course.

"Well," he mused. "No one said doing things right this time would be easy."

Ruby lay silent and unresponsive in the co-pilot's chair. His reflection in the windshield, however, was grinning.

 **.x.x.x.**

A wide expanse of ocean spread before him, with little else in sight. Roman rolled his shoulders, allowing some of the tension to ebb out of his body. Leaving Exsul had been a harrowing experience, but he knew he was a better pilot than most. Besides, even without his ability to outfly a few brainless Grimm, no creature could keep up with an airship across this much water. Which is not to say they hadn't tried; he'd personally found great satisfaction in watching a few of the more ambitious ones faltering before finally dropping into the water from exhaustion. Now, as they cruised over the endless sea, he had enough time to sit back and _think._

Ruby was still out cold, and he was starting to worry. "Shouldn't you have woken up by now?" Of course she didn't answer. He turned back to the dash, eyeing their coordinates. Then he leaned back and rubbed his aching eyes. "Where the hell are we going, anyway?"

Atlas was right out, they wanted his head there. And Vacuo was a desert shithole, no thanks. "Should've put more thought into my retirement," he grumbled.

Well… there was always Mistral - it was the perfect place for someone like him to fade away and hide from Ironwood and his goons. He wouldn't even be surprised if Ruby was already attending the academy there, considering how she'd kept up her training after Beacon was destroyed.

He looked at her again and then shook his head. Not like she'd be going back to any academy now though, not with the way she looked. It'd be a wonder if her friends could even recognize her at this point, if not for her ridiculous Gothic Lolita outfit.

 _Why won't she wake up?_ Aura depletion was a thing, obviously, but… her rapid aging and absorbing whatever freaky secret power Cinder had been hiding in her body were variables he didn't understand how to factor into her comatose state. Something itched between his shoulder blades.

"I know where you need to go," he said to her. "You need to be back with people who can actually help you… and give a shit about doing it." He looked over the ocean, pensive. "Damn it, Red. You're not even giving me a chance to enjoy my new lease on life here."

Sighing, he adjusted their coordinates.

"You think you've gotta be willing to sacrifice yourself for the team, huh? It'll never come to that if your team decides to off themselves first." He smirked. "Well well well, Ruby. Guess it turns out you're a better leader than I gave you credit for."

 **.x.x.x.**

They were coming hot. Roman cursed as he swung the Bullhead around, narrowly avoiding an angry Nevermore.

"Shit! Was a fucking gun really too much to ask for on this piece of junk?" He swerved out of the way of another Grimm attack. Ruby couldn't answer him, seeing as how she was still unconscious. Her limbs flapped around like a limp rag doll's every time he pushed their airship to its limits; at least her head was padded from the worst of the shock by the makeshift cushion he'd fashioned out of her bag.

The radio crackled. "This is Beacon approach! I repeat, identify yourself! We have you padlocked-"

He didn't have time to answer, speeding the Bullhead into a roll to avoid the coordinated attack of several Griffons. He didn't remember them being able to do _that_ before. "Fucking Salem!"

"Whoa, nice jink!" the air traffic controller shouted.

"Amateur," Roman groaned under his breath.

There was a burst of static covering what sounded like a short argument. Then Goodwitch's voice cracked through the cockpit like a whip.

"Torchwick! I know it's you up there!"

Now that one was worth answering. "Glynda! Did you miss me, baby?"

He could have sworn the next sounds he heard were of her breaking things rather than static but it was hard to tell, what with the game of Grimm keep-away he was playing.

"Much as I'd like to savor this happy reunion-" He jerked against his seat as he sent the airship into a steep dive. "...I could use a little help here! Get your Huntsmen to do their damn jobs!"

"Give me one reason why we shouldn't let the Grimm have you."

"What? Giving you your airship back isn't good enough? Fine, how about this one: I've got Ruby on board."

Now there were definitely some arguments going on in the background. Goodwitch's voice, when it reappeared, was cold. "And what makes you think she's welcome here after that little stunt the two of you pulled?"

He grit his teeth. _We don't have time for this._ "She's hurt, Goodwitch. Pretty bad. But since I know you're the soul of compassion," he said sarcastically, "I'll do you one better. If she dies, that dragon on your tower wakes up."

For a moment there was nothing but the crackle of static filling the cockpit. "C'mon, you stupid bitch," he muttered. "Hurry it up." Sweat beaded on his brow as he dodged more Grimm, but what shook him the most was Ruby's lack of chastisement for his language.

"You're no fun when you're half dead," he admitted aloud. "Get up already, Ruby."

"Torchwick. We're sending our Huntsmen out." Goodwitch's voice was all business this time. "Just set down wherever you can. We'll cover you."

She meant that literally, he realized, as a string of blue barriers began to pop up around the Bullhead, conveniently lighting the way to the landing pad nearest to what looked like their hospital.

"Your boyfriend's here to save the day," Roman said conversationally as he took advantage of the runway being cleared for them. "You better wake up and explain things so he won't kill me when he sees you."

He brought them down a more quickly than he should have - sloppy work, really - but couldn't bring himself to care about the damage he'd done to the ship as he tore off his seatbelt. He flipped open the hatch, cursing how slow the mechanism was while freeing Ruby from her seat. She didn't appear to have broken any bones from their rough landing, so he lifted her gingerly out of the chair and made for the exit.

The blond boy wonder beat him to the punch, followed by his teammates: a well-muscled redhead and the punk from before who'd helped bust him out of jail.

"Where's Ruby?" Boy Wonder cried, eyes wide, and Roman barely resisted the urge to lift one leg and boot him in the crotch.

"She's right here, you imbecile," he growled, turning Ruby so that her long hair fell away from her face.

"Ohmygod! Ruuubbbiiiee!" wailed the ginger, running up to Roman and elbowing him out of the way with a surprising amount of force. She grabbed Ruby right out of his arms as though the unconscious girl weighed nothing.

He staggered from the sudden loss of balance and when he straightened, came face-to-face with the business end of Punk's gun. "What did you do to her?" the kid asked softly, and Roman tensed up. It was always the quiet ones who were deadly.

"Ren, stop it," Boy Wonder cut in. "This isn't Torchwick's doing."

"What do you mean, it's not his fault?" Ginger Harpy shrieked, her face turning bright red. "If I wasn't holding Ruby right now, I'd rip his sorry ass a new hole! Look at her!"

"I did look at Ruby," Boy Wonder said, his voice heavy, and with a start Roman realized he _knew_.

The worry that had been building over the course of the last few hours exploded into a ball of hot fury. "You didn't stop her?" he snarled, smacking Punk's handgun out of his way and stalking over to the blond. He grabbed the kid - _Jaune_ , she'd called him - by the collar and pulled him in close, eyes flashing. "You knew she could do this, but you ignored it? What kind of a boyfriend are you?"

"Why do you care?" Jaune answered hotly, bringing his hands up and struggling against Roman's tight grip. As they grappled with one another, Roman's fingers dug into something hard and metallic against the boy's neck which came loose with a click - a circlet, it looked like.

That same circlet he'd seen lying by the charred black patch on Beacon's tower.

"Give that back!" Jaune's reaction was swift as he knocked Roman off and tore the circlet out of his grip, his blue eyes blazing with fury.

It didn't matter, because Roman's hands had lost their strength. _Neo,_ he thought, recognizing that look. "... Sorry kid. I didn't know," he managed to choke out between his unexpected surprise and the tight feeling in his chest.

Jaune's fist, raised to deliver what would have been a bruising punch, halted in mid-air. "What?"

Roman stumbled away from him, feeling the exhaustion of their mad escape from Exsul straight into the hell that was now Vale catching up with him. _This was probably one of the shittiest ideas I've ever had_. His feet took him automatically towards Ruby, who was still being held by the redhead.

Ginger Harpy's look would have killed him on the spot if it was possible. "Don't come near us, you bastard!" she warned, cradling Ruby to her chest. "Ren! Get him!"

Roman spun away from her, trying to get a fix on Punk - _Ren_ , he corrected himself, Ruby would have wanted him to use their names - and came face-to-face with the tip of a wand. His mind cleared as he held his hands up.

"Mr. Torchwick." Goodwitch's voice was smug. "So good of you to join us again." She seemed impervious to the Grimm battle raging overhead, her entire focus on him alone.

"Don't worry, I'm not gonna try to run away this time," he reassured her.

"Really? I'd hold you to your word, if you were a man of them," another voice cut in, and Roman felt his stomach drop.

"Fuck me," he mumbled, annoyed at the tiny smile that twitched at the corner of Goodwitch's lip at his response.

Ironwood stepped into view behind Goodwitch, his frown permanently embedded into his massive chin. "Torchwick," he said slowly, eying him up and down. "How… convenient."

"Nice to see you again too," Roman mumbled, keeping his arms up.

"Jaune!" The harpy's voice behind him was wavering, sounding panicky. "She's not waking up!"

"Calm down, Nora," Ren said.

Roman tried to turn around, but Goodwitch's wand caught him on the chin, freezing him in place. "Ah ah ah. You've some questions to answer, Mr. Torchwick. But first, hand over your weapon."

"How can I be calm when she looks like this?" Nora continued, sounding like she was on the verge of tears.

Roman shut his eyes. Then, slinging Ruby Tuesday off of his shoulder, he held it out to Ironwood. "Just hurry up and take care of Little Red already. She needs help."

"Your concern is touching. Don't think for a minute it's going to do anything to mitigate your sentence." Ironwood didn't even deliver that line with as much as a smirk.

Goodwitch, on the other hand, looked surprised. Her wand drifted away from his throat. "Are you serious?" she asked, sounding flabbergasted. " _That's_ why you came back?"

"What's why?" Ironwood asked, sounding annoyed.

Goodwitch always was quicker on the uptake, Roman noted; it was the first time he was ever grateful for it. "It's her Semblance. I think that kid Jaune can tell you more," he told her, ignoring Ironwood's fuming from the sidelines. "Yeah, I know, I'm trash. _But she isn't._ That's gotta still be worth something to you, Goodwitch."

Goodwitch's eye twitched, but she sheathed her wand.

"Glynda!" Ironwood shouted, pulling his gun.

"Oh, put a sock in it, James," Goodwitch spat, and Roman gave her a mental like. She tilted her chin towards him thoughtfully. "You'll come without a fight this time?"

"I'll even stay," he added, grinning. It faded somewhat as he watched Nora pass by, Ruby limp in her arms. His head tracked her progress as she jogged towards the entrance to the hospital, followed by the rest of Ruby's team. "Just… tell me what happens to her before you let General Ironhead have his way."

Jaune stopped, then turned back to look at him. He stared for a moment, his face screwed into a look of deep thought that was nearly as transparent as Ruby's. "I'll make sure you know," he said to Roman.

"Have you all lost your minds?" Ironwood exclaimed, slapping a pair of handcuffs onto Roman's wrists and dragging him in a different direction. "You're coming with me, you walking piece of garbage, and this time you're not getting away!"

Roman resisted Ironwood's tug until the last strands of Ruby's trailing hair disappeared from his sight. Then he rolled his eyes and allowed one of Ironwood's shoves to trip him forward. "Alright, fine, I'm moving!" Still, he couldn't help his head from turning back to look at the hospital one last time.

 _Ruby. You better wake up._

* * *

 **Notes**

Aviator Slang:

To have something "padlocked" is to have a bogey (hostile aircraft) in your sights.

A "jink" is a quick maneuver to avoid a threat.


	13. 12: Stonemilker

**12: Stonemilker**

 _Why does everything hurt?_

Ruby's eyes fluttered open. She was lying against something soft… a bed, she realized with a jolt, and that noise was the gentle beeping of a monitor keeping pace with her heart. She blinked a few times and the blurriness surrounding her resolved itself into a hospital room, dimly lit from a small window.

"Where-" she croaked, then stopped and swallowed.

"Welcome back to the land of the living, Ms. Rose." Footsteps sounded, and Glynda's tall figure came into view.

Ruby's brain kicked back into action, the cobwebs draping her mind clearing rapidly. "Vale? I'm in Vale?"

"You were suffering from a severe concussion," Glynda said. "I'll have to ask that you refrain from activating your aura for the time being and allow this injury to heal naturally." A glass of water with a long straw was offered, and Ruby leaned up, wincing, to sip from it.

"Thanks," she murmured, the ache in her parched throat slowly fading. Her fingers twitched restlessly against the blanket; if she was in Vale, didn't that mean Roman was, too? She glanced at Glynda, trying to glean some clues from the other woman's body language.

"I wouldn't be so hasty just yet," Glynda replied, regarding her critically. "Let's cut to the chase. What is your relationship with Mr. Torchwick?"

 _So he's here._ Her heart dropped. "What happened to Ro-uhh, Torchwick?"

Glynda's brow furrowed. "Are you two an item?"

Ruby closed her eyes and laughed a little helplessly. "No. Why does everyone think that?"

"Because that man turned himself in to ensure your safety. This is _Torchwick_ ," she added for emphasis.

 _He's not who you think he is,_ she wanted to protest. _Things aren't that simple between us. I killed his girlfriend. He might actually want to kill me now for real._ She opened her mouth a few times, then closed it when she realized nothing she could say would sound like anything but the ravings of a dangerously infatuated teenager. "I… saved his life a couple of times," she finally settled on. "He probably thinks of this as payback."

"At the expense of his own life?" Glynda scoffed.

 _He'd get away somehow._ It seemed wiser to keep her thoughts to herself, though.

"You don't understand what-" She cut herself off and reached for her elbows, almost feeling the sharp whisper of the wind blades that had once formed there. _I killed someone_. "... What I did to him."

"Then make me understand, Ms. Rose, because up until now I've failed to." Glynda sounded irritated. "To the surprise of no one, Mr. Torchwick refused to cooperate with myself or General Ironwood during our questioning. Why did you help him escape? Where did you two go? What happened to him? What happened to _you_?"

Ruby's hands flew to her cheeks. "I changed again, didn't I?" She probed her face with her fingertips, feeling the roughened texture of her skin with dismay.

"Again?" Glynda asked sharply.

But what did it matter if it happened again? Never mind how old she looked, she felt _ancient_ , and it had nothing to do with her Semblance. _I killed Neo._ Her hands dropped away from her face, and she looked up at Glynda, feeling lost. "How do you do it?"

"I'm not quite sure-"

"How do you keep holding on when you've lost everything you believed in?" Part of her wondered if she was asking for Roman's sake or her own.

Glynda looked taken aback by the question. "You're not speaking of your glorious youth, are you?" she asked hopefully. When Ruby's stare didn't falter, she sagged and sat down on the edge of Ruby's bed. "Ozpin was correct, you really do have a talent for disarming your opponents," she said wearily. "I'm almost afraid to ask what brings about this question."

Ruby looked down and picked at the threadbare blanket covering her lap. "I didn't want anyone to have to die anymore. Not after mom," she said quietly. "That's why... why I wanted to be a Huntress."

Glynda's back straightened. "While I know the death of Ms. Polendina and Ms. Nikos affected you greatly, that was still no reason to free Mr. Torchwick-"

"I'm like him now." She felt something hot burning behind her eyes, and knew they were just tears. Still, they felt like drops of fire as they emerged, scalding a path of shame down her cheeks. "I killed someone. I'm a murderer, too." She couldn't bring herself to wipe them away. "Life in Remnant shouldn't be this cheap."

"Oh my dear," Glynda said after a quiet moment. "You're still just a child inside of that shell, aren't you?" She reached out for Ruby, who leaned into her embrace. Glynda's palm tapped a soothing rhythm against her back.

"Does this ever get any easier?" Ruby sniffled.

"No," admitted Glynda. "But it's up to you to make your choice now: Pick up your weapon and continue to fight, or leave it and the life of a Huntsman behind. You will never hurt anyone again if you do the latter. But neither will you be able to truly protect them." She gave Ruby a tiny squeeze. "I'm afraid that stain will always remain with your soul, but it's how you choose to handle this wound that separates people such as yourself from the likes of Mr. Torchwick."

"No one told me it'd be like this." She felt like a broken bottle that had been hastily glued back together, barely hiding her jagged edges. Neo's black tears haunted her. "I'm so sorry."

"I understand this is difficult for you to process, but…" Glynda pushed her away gently, but firmly. "You need to tell me what happened. It's the only way I can help you."

Sucking in her breath, Ruby straightened and swiped her eyes dry, trying to bring herself under control. "Has… Jaune said anything yet?"

"Mr. Arc gave me a rough idea of the side-effects of your Semblance," Glynda replied. "That in no way explains why you aged so rapidly in the past week, however. The only mitigating factor would be Mr. Torchwick's presence, and as trying as he is on one's patience, I hardly think it would affect you that greatly." She leveled Ruby with her wall-shattering stare. "Why _did_ you help him escape?"

"Because it was the right thing to do," Ruby said stubbornly. "It's still wrong of you to pack Roman off to Atlas to die. Besides, once you get to know him, he's not as bad as you think."

"Ms. Rose… while I understand being held in captivity in close quarters can produce very stressful situations, we do have counsellors available to-"

Ruby threw up her arms in frustration. " _I'm seriously not in love with him!_ All we did is talk!" She scowled. "It's something people end up doing when they take an unexpected field trip to the Grimm continent. You sound just like Salem right now."

Glynda's mouth snapped shut with an audible click. "Salem? You know of _Salem_?"

Ruby's indignation sputtered out. "Umm… not before this trip we didn't. Neither of us knew about her, honestly. Roman and I kind of met her in person when we got there. It's a long story..."

Sighing, Glynda removed her glasses and rubbed the bridge of her nose. Then, carefully placing them back on, she settled against Ruby's bed and crossed her arms. "Well then. You'd best begin telling it."

 **.x.x.x.**

" _...don't dawdle along the way, and please don't talk to strangers! The woods are dangerous…_ "

Ruby yawned, blinking the sleep from her eyes and focusing on the familiar voice droning in the background. "Jaune?"

Jaune closed the book he was reading with a snap and looked up at her with a smile. "You're awake!"

"Almost," she said, stifling another yawn as she sat up. "They won't let me use my aura to heal, so it's hard waking up. I feel so tired all the time-" She stopped when Jaune threw himself at her, enveloping her in a crushing hug.

"Ah- you're not mad at me?" she managed to choke out, surprised, before returning his hug.

"Mad? We were afraid you were going to die!" Jaune released her, studying her face with concern. "What happened to you?"

"Oh, well…" Taking a deep breath, Ruby prepared to repeat the story she'd told to Glynda. "You guys knew how I felt about sending Roman to Atlas, so I decided I'd have to-"

"Wait, so he's _Roman_ now? Why'd you push yourself so hard for Torchwick, of all people?!"

"Push hard? I just stayed true to myself!"

"No!" Jaune groaned, then reached over to grab something off of the small table next to her bed. "I know what Glynda said. I want to know what _happened_!"

Ruby found herself staring into a pair of silver eyes as Jaune shoved the small, hand-held mirror into her face. She was startled when she realized they were her own.

"Talk to me, Ruby."

She couldn't answer him, too shocked by the appearance of her own face. _I knew it was different, but this…_ She ran a finger down the strands of white hair framing her face. "I look older than my dad…"

"How'd you end up doing that to yourself? Did Torchwick have something to do with it?" Jaune's eyes flashed dangerously. "Did he _hurt_ you?"

That struck too close to home, and Ruby pushed the mirror down before she could see her own expression. _I'm the one who hurt him._ "Not the way you think. And… I don't know. I don't know a lot of things. I think I have more questions now than when I set out," she admitted.

Jaune sighed heavily. "Fine, let's backtrack and start small: how did you manage to become buddies with _Torchwick_?"

"Are you going to keep on doing that? Should I start calling you Arc now?" she shot back, annoyed. "He's a friend. You can use his name, you know."

"He's not my friend," Jaune muttered, crossing his arms. "But fine. How'd you get _Roman_ to like you? The last time I saw you two together he wanted to beat off your face."

"That was all you," she pointed out, feeling defensive. "But, uh, I don't really know. We just talked, I guess? And I saved his life a few times because he kind of sucks at fighting Grimm."

"That's because he spends all his time fighting _people_ ," Jaune countered. "People like _you_."

"... Yeah, you're right," she admitted. Then her mouth quirked, trying to suppress her grin. "Though it was kind of awesome to be _better_ than him at something all that time."

"I don't know if I'd count it as being better when you ended up looking like that," he replied, killing her good mood.

"Fine. At first, he was as bad as you'd expect him to be. Except… he _wasn't,_ not really. I thought it was my duty to protect him from the Grimm, because he seemed pretty out of it most of the time. I figured it was because he was so worried about Neo."

She glanced over Jaune's shoulder to make sure the door to the room was shut, before leaning towards him and beckoning him in. "I didn't tell this to Glynda," she whispered, "But…" She hesitated. _Is it really okay to tell this to someone else?_ She looked at Jaune, who was waiting expectantly.

 _I believe in Jaune._ "Don't tell anyone else about this either. Especially not Ren and Nora!" she hissed.

Jaune's face took on a solemn cast as he nodded. "It must be important, so alright. Whatever you say stays between you and me." He held up his hand, and Ruby fist-bumped him in an unspoken promise.

"It wasn't that Roman was bad at fighting… it's more like, he was preoccupied. I found out later it was from the other Grimm. When he got eaten by that Griffon three years ago, something happened to him… probably the same thing that happened to Neo. They were _changed_."

Jaune's eyes grew round. "But Glynda said Neo turned into a Grimm! Do you mean to say Torchwick is also a-"

"Shh!" Ruby looked towards the door, nervous. "Keep it down! And _no!_ He's not a Grimm! I think I cut him out of the Griffon before it could get that far. But it was like he was poisoned or something."

"That's a big something to keep from Glynda!" Jaune shout-whispered at her. "Don't you think she should know that _minor_ detail?"

"She'd execute him twice if she knew! Haven't you seen what she's been doing in Vale all this time?!"

Jaune buried his face in his hands. "Fine, okay, alright. _Roman_ isn't a Grimm, he was just poisoned by them, and… it made him less of an ass. Huh," he trailed off thoughtfully, lifting his head. "So you mean his original personality was even worse than a Grimm's? Makes sense."

Ruby socked him in the arm, relishing his yelp. "Let me finish my story before you start snarking!" She inhaled deeply. "I think they were taking over his mind the closer we got to Salem. It's probably the reason we weren't really attacked all that much on our way into Exsul. You could say he was protecting us without even knowing it."

"That's a stretch."

"Still," she shrugged. "It was harder getting out than going in, that's for sure. And it wasn't exactly a free ride. They were destroying his mind! He had enough of himself left near the end to know that he didn't want to die that way."

She picked at the blankets. "It just didn't seem right. Not even for someone like him. Being forced to watch yourself turn into a Grimm would be a fate worse than death for anyone, wouldn't it?"

 _I have to believe that. Please._

Stuffing her conscience back into its drawer in her mind, she slammed it shut and forced herself to continue. "I guess by that point I could feel his desperation, so I was able to use my eyes to stop it and freeze those voices in his mind. Kind of the same way I stopped the dragon on the tower. But Roman told me that even with that, he'd never be cured. He'll always be…"

"... Part Grimm," Jaune finished for her. "Isn't that all the more reason to tell Glynda and let her handle this? She's the real adult here."

"I think I earned a say in this," Ruby replied, holding up a lock of her white hair. "The whole reason he allowed me to follow him to Exsul is because he wanted what we all do. A home, people he could call real friends, a happy life… and a human soul. All the things we Huntsmen fight for, he wanted them too. It just took him a while to realize it because of what he's been through."

"I still think you're dreaming half of this stuff up. I mean Tor- _Roman's_ the one who loves making other people suffer."

 _That's because he was suffering too!_ She opened her mouth, then closed it. _No. Even if it's Jaune, telling him any more isn't my place._ It was Roman's life, and intensely personal information at that. She knew he wouldn't appreciate it; he'd probably be upset that she'd told Jaune this much already. "Things aren't as simple as they seem. It's just… He's starting to realize he was wrong." She shut her eyes. "If watching him turning into a Grimm was one of the most horrible things I've ever seen, then watching him learn how to be a person again was one of the most beautiful."

She felt Neo's last breath whisper across her cheek like a cool kiss. "He gives me hope." Shuddering, she opened her eyes. "I think he's paying for all those mistakes he made in the past. As long as he holds onto his humanity, I don't think he'll ever really stop."

Jaune said nothing, simply looking at her intently, as if trying to read her mind. Finally he leaned back. "... You mean it, don't you? You want to help him because you like him, not because it's the right thing to do."

A sudden, wild urge to fling her arms around Jaune raced through her. _This,_ she thought, surprised, and gratified. _I hadn't realized how much I missed this._

"Whoa, hey, sorry! I didn't mean to make you cry!" Jaune was panicking, holding up his hands and looking guilty. "Glynda said you were touchy about that! I meant you like him as a friend! A _friend_!"

She choked back a laugh and gave into her desire, drawing Jaune into a bear hug despite his surprise. _Someone who supports you. Someone who'll believe in you, even if they think you're wrong. Friends who accept you without any doubt or hesitation._ "Thank you," she whispered into his shoulder.

It only took him a moment to recover and return the embrace. "It's gonna be okay, Ruby. We'll find a way to fix this. Your body, Roman's sentence, Vale's Grimm problem… heck, maybe even that freaky Salem lady! We'll manage it somehow."

"Yeah," she said, releasing him. As they shared a smile, she was struck with a sudden thought. "Is that why Roman brought me back here?"

"Huh? You think he wants us to beat Salem for him?"

"No! I mean yes, but that's not what I was talking about," she amended. "Am I his Jaune?"

Jaune blinked. "Now you really lost me. Also, that sounds really, really wrong. Don't say things like that in public, haven't you seen the way Torchwick dresses himself?"

Ruby rolled her eyes. "Very funny, Vomit Boy. I meant maybe it's no wonder people keep on thinking I'm his girlfriend."

"Well, he did practically agree to die to save your life, so it's not that much of a stretch-"

"I'm his _only_ friend," she clarified. "We have to change that." She smiled brightly at Jaune and put on her best pleading expression.

"Oh no. Don't make that face at me! It's wrong when you look that old!"

She slapped him on the shoulder. "Who said just you? Let's bring Team RNJR in on this!"

That got Jaune to sober up unexpectedly. "Ruby… you know, if we don't find a way to fix you, there won't be a Team RNJR when we get back to Mistral. You look older than some of the teachers at the academy now."

"Oh, right…" She deflated. "Well, on the bright side, maybe I could use my new look to shock Yang right out of her depression!"

"You shouldn't joke about that!" His chair scraped loudly as he jumped out of it. "If it's anything like the other times, you won't go back! You're stuck at the age you threw yourself into!" Composing himself, he returned to his seat. "How did it happen?"

Jaune the mother hen was back, and there was no wriggling out of it this time. Chastised, Ruby picked at her fingernails, carefully avoiding his glare. "Glynda thinks it was in part because I used my Semblance to heal myself, instead of waiting for my aura to do it."

"You can do that?" He shook his head. "No, I mean, what? Why?! Were you in that much of a hurry? I'm always telling you to slow down!"

"For your information, yes, I was!" She shifted restlessly, annoyed because he was right. "Ribs take a while! And I broke mine at least twice. The Grimm on Exsul weren't exactly about to sit around politely and wait for me to finish healing, you know?" The look on Jaune's face told her that he probably didn't need to know that she was pretty sure it was more than just her ribs the second time around. "That's why she won't let me even aura-heal like normal anymore. She says we don't know what'll happen."

"Ruby… if she won't let you use your aura-"

"We don't know that it's permanent!" she interrupted. "I'm stopping just for now, to be safe. Besides, it might have been a bunch of other things too! Like not eating real food for most of the time, or my body not being able to handle all these different powers at once. There could still be lots of reasons!"

"Ruby…" Jaune didn't look so good, and Ruby refused to process his expression.

"No! Glynda said it was my choice to decide if I wanted to pick up my weapon and fight or run away from this. And I'll never run away! You can't stop me from being a Huntress."

"Even if you run yourself into the ground? So which should it be then? Ruby the Huntress? Ruby the Silver-Eyed Warrior? Ruby the Fall Maiden?" He was shouting now, his face slowly turning red as his seat scraped back once more and he shot to his feet. "You're taking on too much again! Why do you always do that? You're going to kill yourself!"

"I'm going to change this world or die trying, just like my mother did!" she shouted back.

Their tense stare-down was rudely interrupted by the sound of the door flying off of its hinges. Jaune must have locked it - not that it would've stopped Nora, who stood in the doorframe, chest heaving.

"IF YOU EVEN THINK ABOUT DYING, I'LL KILL YOU!" she screamed.

"I told you we should wait for them to finish first," Ren mumbled from behind her, looking embarrassed.

Ignoring him, Nora stormed past Jaune, shoving him aside, and scooped Ruby into a bone-crushing hug. Almost literally.

"Injured person!" she wheezed, flailing against Nora's vice-like grip.

"Oh right, sorry," Nora muttered, releasing her. She plopped down on the side of Ruby's bed, green eyes wide and worried. "I'm a power hugger."

"That's why I love you," Ruby reassured her.

"Really?" Nora said in a tiny voice, and with a start Ruby realized that she wasn't acting as boisterous as usual. "Because I thought that was why you left… After our fight," she explained, looking crestfallen. "It was me who drove you off, wasn't it? I came on too strong about Torchwick." She picked up steam and began to speak more quickly. "I'll never fight with you again as long as you promise never to run away again, okay? Because what happened was all my fault and I'm so sorry and I didn't mean to make you do that to yourself and I really wanna murder Torchwick and OHMYGOD I didn't mean that see I'd really just nail him in the balls so please don't get mad and leave us again-"

"Nora-" Ruby tried to cut in between the other girl's verbal diarrhea. "That really wasn't- I- No no, this isn't about that skirt you borrowed that got ripped- Nora, please-!"

"It was my fault." Ren spoke up, putting his hand on Nora's trembling shoulder and ending the cascade of apologies spilling from her mouth. "So stop it now." He looked at Ruby. "I wouldn't have helped you escape if I'd known this would happen."

"Don't say that," Ruby said stubbornly, feeling her throat close up as she watched her two teammates trying to out-blame each other for her own mistakes. "You guys are the reason I hung on… because I knew I had something to come back for. _I'm_ the one who should be sorry. Team RNJR is like my family. It was mean of me to leave without letting you know."

"Okay, this isn't a competition to see who can score the most points in the blame game." Jaune crossed his arms and used his leader voice to address them. "Nora, Ren, knock it off. Ruby can make her own decisions and own up to them. No one should feel guilty about it." He stared Ruby down. " _No one_."

"Is that your way of apologizing to me?" Ruby asked him, raising a brow.

"I'll respect your decisions. Don't expect me to be happy about the bad ones, but…" His stern scowl eased. "You're the Fall Maiden now. That's everything Pyrrha was trying to be. She wouldn't want that power to be lost or forgotten, either - she'd want to use it to fight Grimm. So in a way, it's like you're carrying a piece of her inside of you now… and I can't think of anyone better to have it."

"This feels like a team hug moment!" Nora shouted, grabbing Ruby in one arm and Ren in the other and pulling them in. "Get over here Jaune!"

"Yes ma'am," he replied, piling on as the team shared their reunion.

"You guys are the best," Ruby whispered, basking in the comfort of her friends.

They drew apart reluctantly.

Nora sat back against the bed and reached out to run her fingers through Ruby's long, mismatched hair. "So what happens next? Besides a haircut, I mean. Sorry, but that looks awful on you, Ruby."

"I might have an answer to that question, as soon as someone tells me what happened to this door." Glynda stepped in around the door, that familiar look of disapproval on her face.

"Heh heh!" Nora laughed. "Can't you just fix it?"

Glynda flashed a contemptuous look at Nora and then stared down Ren, who hunched his shoulders up and leaned away from her. "And couldn't _you_ just use your Semblance on your rambunctious little friend next time? Or do you reserve that honor for lawbreaking alone, young man?"

"We'll pay for that!" Ruby cut in, hyper-aware of Glynda's especially sour mood.

"What's up with her?" Jaune mouthed nervously, and Ruby shrugged, clueless.

Glynda sighed. "I brought a visitor for you, Ms. Rose. I thought you might be interested in something he had to say." Scowling, she stepped aside and allowed the man behind her to step into the crowded room.

"It's good to see you again, Ruby!" General Ironwood smiled at her broadly, charming and professional.

 _This is the man who wants to kill Roman._ Ruby shrunk away from his outstretched hand, and Ironwood looked confused. After a moment, he withdrew the proffered handshake awkwardly.

He turned towards Glynda. "Did you say something to her?"

Glynda only snorted and crossed her arms.

He cleared his throat, then turned back to Ruby with the same charming smile that turned her stomach. "Well, although I'm not sure how I may have offended you, it's nonetheless a pleasure to meet such a remarkable young woman once again."

"How you offended me? You're going to execute Roman Torchwick!"

Ironwood's smile dropped. "And here I was hoping that was only Glynda's imagination," he muttered. "Ruby, you have to understand this: Roman Torchwick is not a good man."

"He told me what happened in Atlas," Ruby said defiantly. "I know all about it. I wonder, though. Did you ever ask him, Headmaster? Did you ever really give any of your students a choice?"

The look in Ironwood's eye was steely. "He told you his version of the story, did he? Then you should know how that man killed two of his fellow students in cold blood. Someone like him deserves no second chances!"

"You helped break up that team by forcing every single one of them to choose between freedom and survival! Is that how things really work around Atlas?"

Ironwood's nostrils flared. "Atlas Academy prides itself on the rule of law and order. Roman Torchwick consistently mocked those rules! It was our mistake to give him chance after chance to conform and improve. Instead, he used the skills _we_ taught him for his own self-interest. In all of his years, he's shown no signs of remorse or given any indication that he deserves redemption!"

"You'd be surprised," Ruby muttered sullenly, turning away from him.

"Well then. You'll be happy to hear that Mr. Torchwick has earned himself a stay of execution," Glynda said. "Oh, pardon me for stealing your thunder, James."

"It's inconsequential. You know how I still feel about that decision. I was hoping I could convince Ruby of the folly of it. She's more than enough, after all."

"Excuse me here, but what decision?" Jaune cut in, looking confused. "What's going on?"

"Because of the events Ms. Rose and Mr. Torchwick experienced in Exsul, Mr. Torchwick will no longer be extradited to Atlas," Glynda replied. "Instead, we have a mission for them."

 _Mission?_ Ruby gaped. "You're sending me on a _mission_? Like this? You told me not to use my aura!"

"With any luck, it won't be a combat mission," Glynda replied. "But if you want to keep your _friend_ alive, I'm afraid it's not optional. I had a difficult enough time convincing James here that his presence was even necessary."

 _I knew she was really good on the inside!_ Ruby couldn't stop the huge smile from spreading across her face; Glynda flushed slightly and looked away, embarrassed.

Jaune stepped between them, blocking Ruby's view with his back. "Just a minute here! Ruby's not going anywhere without the rest of Team RNJR!" Nora pumped her fist in agreement while Ren finally met Glynda's eyes with a steely glare of his own.

"That's fine. In fact, I think that would be better," Ironwood said. "The rest of you could help Ruby here by keeping an eye on that Torchwick. Make sure he doesn't step out of line… and use whatever measures you deem necessary to keep him in his place."

Ruby's sudden joy at Roman's escape from Atlas dimmed. "Wait, this is a mission from _Atlas_?"

"Not exactly," Glynda hissed, and the barely restrained fury that always seemed to be simmering beneath her calm veneer broke through and made an appearance. "Although it seems General Ironwood has been _hiding_ something from the rest of us after all."

A brief look of guilt passed over Ironwood's face, before his jaw clenched and his brow lowered. "Glynda. We never meant it to be a slight-"

"Save it, James!" she fired back at him, looking angrier than she did when Ruby stole the Bullhead. Even Jaune stepped back as the two Huntsmen squared off at the end of the room.

"Do you know what I went through to hold this city together?" Glynda roared at Ironwood, pointing her finger at him as though it was her wand. It might have been; Ruby wasn't sure if Glynda _needed_ a weapon to practice her telekinesis. In fact, the glass of water on her nightstand was starting to vibrate ominously, which couldn't be good.

"All this time, everything I sacrificed, _the things I had to do-_!"

The way her voice quivered caught Ruby's attention. Through the anger, she could see Glynda's cutting pain; they weren't empty words she was throwing at Ironwood. The haunted look in her eye that went beyond fury was all too familiar.

 _What happens to people when they're forced to turn their backs on everything they'd wanted to believe in?_ _**Roman**_ _happens._

Glynda caught sight of Ruby and bit off her tirade, though she obviously had more to say. "We'll continue this later. You can count on it," she promised Ironwood darkly.

Ironwood swallowed. Clearing his throat, he folded his hands behind his back and turned towards Ruby, doing his best to ignore Glynda's death glare. "As I was saying... Since you both made contact with Salem, we couldn't overlook this opportunity. Somehow the two of you managed to infiltrate her hideout and witness her current physical state. You also had direct contact with the previous Fall Maiden, and even managed to collect her powers. We need to capitalize on this development."

Ruby nodded slowly in agreement, but froze when she saw Jaune's fist clench.

"Ruby isn't some _commodity_ you need to capitalize," he said lowly. "I remember what happened the last time you bastards thought you could get your hands on the Fall Maiden's powers. _Pyrrha died!_ Do you think we're just gonna sit back and watch this time while you try it with Ruby now?"

"Jaune," Ruby said, reaching out and catching his arm. "It's fine. I want to help. I didn't ask for this power, and I'm not sure I really want it."

Jaune turned and looked at her, his eyes fierce. "No! You're not going to let him stick you in one of Atlas's machines to suck your aura and your powers out! I won't let you!"

Ironwood looked surprised. "How much did you know-"

"She's not doing it!" Jaune yelled. "I told Ozpin it was a bad idea back then, and it still is now!"

"That option would only be our last resort," Ironwood countered. "Actually, we happen to think Ruby would make an excellent candidate to host the Fall Maiden's powers… given that we could correct the situation with her physical body."

Ruby felt a headache brewing behind her eyes, and not just from her concussion. "Wait a minute here. Why isn't anyone asking _me_ anything about this?" She pulled Jaune out of the way and glared at Ironwood. "What aren't you telling us? I thought the Maiden's powers weren't meant to be controlled. It sounds a little wrong to try and manipulate destiny like that. And what do you mean by _we_ anyway?"

Glynda growled lowly before regaining her composure. "He means Ozpin, Ms. Rose. That bastard has been working with Ozpin from the shadows for the last three years."

"What?!" Nora screamed. Ren's eyes were wide, and Jaune stepped back, almost falling on top of her when he hit the edge of the bed.

Ruby caught his back with her hand. She took a moment to carefully tape down the surprise, relief, joy, and undeniable disappointment that threatened to overwhelm her. Then she gently pushed Jaune into the chair next to her bed. Once she was sure he was safely seated, she looked up at Ironwood.

"Ozpin's alive."

Ironwood tilted his head towards her in a tiny gesture of acknowledgement.

"But he abandoned Vale."

"He never left Vale," Ironwood admitted, and somehow, that was worse. She glanced at Glynda, whose jaw was clenched tightly shut.

Ruby shut her eyes. "So our mission is to see Ozpin?"

"Yes. He was badly injured in the Battle of Beacon and had been convalescing at a hidden base we established in the southern region of the continent for this entire time. He has no _official_ contact with Atlas, but I've had a hand in assisting with his recovery. We do have the most advanced medical system in the world, after all."

Ruby's eyes drifted towards the right side of Ironwood's body. He rarely exposed himself in anything other than Atlas' formal dress uniform, but everyone knew the rumors about his cyborg body. "... Is he okay?" she asked in a small voice. Whether or not he'd sacrificed Vale - and Glynda - willingly when he went into hiding, Ozpin was still something of a mentor to her.

"He could be better." Ironwood's poker face gave away nothing. "Still, I think you need to see him. This is too important to ignore."

Sighing, Ruby looked at her teammates. "Well, guys?"

Jaune ran a hand through his hair. "I don't know. This is what we came here for, isn't it? But…" He still looked worried. "You're the Fall Maiden now. And you're injured. I don't like it. And I don't like what he did to Vale. He could've said something to Glynda, at least."

Glynda kept her eyes lowered to the floor, staring fiercely at it as though it would spit up Ozpin himself if she waited long enough.

"We came here to find answers," Ren said. "We can't just pack up and go back to Mistral without them. And what about Ruby?"

"Nothing's gonna happen to Ruby!" Nora declared, swinging her arm around Ruby's shoulders and pulling her close. "Because I don't care if it's a Grimm, or Torchwick, or Ozpin himself! If anyone tries to hurt Ruby, we're gonna kick their asses! Right guys?"

Jaune grinned at Nora's enthusiasm. The look he turned on her was serious despite his smile, though. "Well, what do you think? It's your call, Ruby. We'll have your back no matter what you decide."

Ruby leaned back against her pillow, exhausted by the conversation. She looked out the window towards the dreary sky; Vale never seemed to see a sunny day anymore since the battle three years ago.

 _Salem said I was a pawn… that we were all Ozpin's pawns._

Part of her was beginning to wonder how much of Salem's speech had been malicious lies designed to rile her up… and how much of it was close to the actual truth. She rubbed a hand across her forehead, her head pounding. _When did everything get so complicated?_

"Are you okay?" There was a furrow between Ren's normally expressionless eyebrows.

"Just a little tired," she said, giving her team a reassuring smile. "Probably because my body's older now."

"You feel older," Ren agreed, and Nora released Ruby to lean over and smack him on the arm. "Oww!"

"Ren, you jerk! You're not supposed to say that to a girl!"

"I didn't mean her face!" Ren grumbled. "It feels like Ruby grew up a little."

"It's okay, Nora. He's right… I am older now." She closed her eyes and tried to settle her thoughts. "I killed a person. I've been trying to justify it all day, but in the end… I did it for myself. I killed Neo because of my own wants and needs. Maybe people really are motivated by their greed, just like Salem said."

Ironwood started. "You shouldn't believe anything that creature says, Ruby. She's a master manipulator."

"And you aren't?" She laughed quietly at the expression that crossed his face. "Don't take it personally, sir. So what if people are greedy? Maybe the real question is whether we can turn all that greed into doing good things, even if it is just enlightened self-interest." She closed her eyes. "I thought I had all the answers before. That knowing the right thing to do was easy, that you just had to be brave enough to go for it. Roman's the one who showed me things are never really that simple. I want to see Ozpin. I want to know why he ran away. I want to know what he's planning, and I want to stop Salem." Opening her eyes, she met Ironwood's gaze. "So I'll go on your mission." She reached out and grabbed Jaune's hand, giving it a squeeze. "We all will... but only if Roman comes with us. He's been burned by your good intentions before… and I think we're gonna need his experience."

Ironwood frowned at her. "I think that decision is a mistake."

Glynda looked up from the floor. "That's because you're an idiot, James. Ms. Rose… get some rest. I can see you're exhausted." She smiled at Ruby. "I assure you, I'll do everything in my power to keep Mr. Torchwick safe and sound in the interim. Your team can leave whenever you feel ready." Her smile turned brittle. "Be sure to send Ozpin my regards when you see him." Then she straightened and her lips turned down into a fierce scowl. "Everyone. Out, now."

"Ruby… are you gonna be alright?" Jaune lingered by her bedside as the others began to file out of the room.

"Will any of us be?" she asked wearily. "I guess we'll find out as we go."

* * *

 **Notes**

The bedtime story Jaune is reading to Ruby is "Little Red Riding Hood" of course.


	14. 13: Moon

**13: Moon**

Safe.

That's what Wonder Boy had said, that Ruby was safe - and not much else. Just what did "safe" mean? Was she awake? Did they find a way to fix her? How much trouble was she going to be in for springing him out of jail the first time?

They were all very good questions, but Roman could only be plagued by his bouts conscience for so long. The first day he'd been tense. The second day, annoyed. Now, as he languished in his austere prison, he was bored.

"Stop worrying," Junior said, his feet propped on the desk set up in front of Roman's cell as he scooped up some noodles with his chopsticks from the bowl of instant ramen in his hands. "I told you, she's fine. It's just going slow because Glynda put some pretty tight restrictions on her. I heard they wouldn't even let her out of her room until this morning."

"I'm not worried about _her_ ," Roman complained, to which Junior snorted loudly through his nose. "I'm worried about my clothes! I mean will you look at this?" He stood up to demonstrate, one hand picking disgustedly at his prison uniform. It was _blue_.

"Hey, at least they gave you some. Your old ones were getting pretty ripe." Junior smirked at him through the bars, and Roman grit his teeth.

"You said I'd get them back soon. Where are they? It's an embarrassment to be seen like this."

"Got that right," Junior said, slurping his meal noisily. Swallowing, he pointed a chopstick at Roman. "Never thought I'd see the day you'd willingly wait in a third-rate prison cell like a chump."

"Look who's talking. Do you and your boys roll over and play dead for Goodwitch too, or is that just you?"

Junior wiped his mouth dry and balled up the soiled napkin, tossing it through the bars towards Roman, who dodged. "You shut your mouth. Glynda's been real good to us. She's been good to you too, you know. How many prisoners on Atlas's most wanted list get their clothes washed and repaired for free?"

"I'd need my clothes back to believe that," Roman replied, settling back on his cot with a groan. "This is so boring! Couldn't she have left me a book? Or a scroll?" He tilted his head towards Junior. "Or some intelligent company?"

"Somebody nearly lost their fingers trying to clean off your hat, but here you still are, and with only me guarding you to boot. Show a little gratitude, will you?"

"Thanks for nothing," he drawled.

In truth, he wasn't ungrateful to Goodwitch - for some reason on that second day she'd relieved the stone-faced Atlesian guard in front of his cell only to replace the goon with _Junior_ , of all people. Probably because she'd heard they were friendly.

He'd laughed at that, but at least Junior was comfortable enough to talk with him. The man wasn't much changed by the passing of three years; he was a little gaunter than before, though that was typical of anyone who'd chosen to remain in Vale these days. And just as back then, Junior still enjoyed the sound of his own voice, as well as passing along the latest rumors. It was part of the reason Roman was no longer suffering from the crippling uncertainty of not knowing Ruby's fate. But also the reason he was dressed in a non-tailored outfit for the first time in years.

He still had enough sense of self to consider the latter a fashion crime.

"So how's it going between Goodwitch and Ironwood today?" he asked conversationally, probing for information. Junior smirked at him, seeing right through the attempt. "Ironwood's the same self-important jerk he ever was, but Glynda's finally coming around to see that. She used her wand on him again today. Magnetized the 'borg bits of him and stuck him to a transport."

"Petty."

"While it was coming in."

Wincing, Roman snickered. "I guess I can see why you like her so much."

"I'm telling you, she's a heck of a woman. I could put in a few words for you, convince her to let you join the guard…" He trailed off, turning his head slightly, then sighed and took his feet off the table. "Time's up. Sounds like it's an Atlesian jarhead this time."

In a way, he appreciated Junior's repeated attempts to recruit him into Vale's fold. At least somebody besides Ruby was happy to see him, even if Junior's motivations were as transparent as his bias. The man was almost slavishly loyal to Goodwitch - probably a side-effect of unlocking his aura and finding his Semblance. Unsurprisingly, Junior's ability was his razor-sharp hearing… typical, for a rumormongerer.

As Junior had predicted, the door swung open moments later and a fully-armored Atlesian guard marched in. In his arms was a familiar bundle of clothing, minus the hat.

"My clothes!" he said, jumping to his feet and leaning against the bars of his cell.

"The prisoner's belongings," the guard told Junior, completely ignoring Roman. "I'm here to relieve you of duty."

Junior only glared, snatching the clothes off the desk and passing them through the bars into Roman's waiting hands. "Good luck with Captain Twoshoes," he muttered under his breath. "Sorry that you have to spend half your time with these fools."

Roman shrugged, too busy shaking out the wrinkles from his suit. "It's fine, I'll manage."

"Think about my offer," Junior repeated, waving once as he left the room.

Putting his hands on the buttons of his shirt, Roman undid the first one, before turning and catching the stoic glare of the Atlesian guard standing at attention behind the desk.

"A little privacy here?" he asked, gesturing at his shirt.

The guard lifted one eyebrow and then resumed his stern glare.

"Typical brainwashed Atlesian droid. There really isn't much difference between your type and the bots, is there?" Roman replied, noting the way the guard's jaw twitched. "I bet Ironwood told you to watch my every move." Unlike Junior, his rotating contingent of Atlesian guards was forbidden from talking to him. That didn't mean _he_ couldn't talk to _them_ , though.

"Well, suit yourself. If you want a show, you'll get one." Turning, he stripped out of his prison uniform with little ceremony, shedding the sorry excuse for clothing until he was standing naked in his cell. Then, turning to face the guard, he made sure to yawn, stretch, and scratch his armpit. "Know what? It feels good to get out of those rags. Polyester blends are _murder_ on your skin." He flopped face-down onto his cot, showing his ass more than just figuratively.

The seconds ticked by. Then he grinned as he heard the guard cough. "At least put some pants on, jackass."

He lifted his head, smirking. "Oh, am I bothering you? So sorry, I know how excited you military types get when someone like me drops his pants and bends over."

 _That_ got a better reaction; his guard's face turned beet red and looked thunderous, while his hands clenched around the rifle as though he wanted to use it.

Roman's grin turned wolfish, relishing every moment of it. _Come on. I dare you._

"You better be thankful Ironwood told us not to touch you," his guard hissed. "Otherwise I'd wipe that smirk off your face with my fists, you tool."

Their stare down was interrupted by an unexpected voice.

"What the hell is going on here, soldier?!"

The guard snapped to attention as Ironwood strode into view. Goodwitch was right behind him.

"He's naked, James. You can't blame your guard for that unless there's something seriously wrong with your disciplinary program." She sighed. "Although I suppose we can now say with certainty that his hair color is natural."

If that wasn't bad enough, it was like fate was saving the worst for last.

"Eww! No one wants to see your butt, Roman!"

"Ruby?!" _Shit!_

He scrambled for his clothes as she came into view with one hand clapped over her eyes.

"I leave you alone for two days, and this is what you get up to? Don't you have any dignity?"

"It's Torchwick," Ironwood said to her. "Don't get your hopes up."

He looked up from his hasty attempt to buckle his pants in time to see the general's disgusted look, while Goodwitch… was watching him dress with a smirk of her own. _Interesting,_ he thought, returning her look with a wink and buttoning his shirt more slowly than warranted.

"Are you decent yet?" Ruby asked, still blindly feeling her way towards his cell.

"Not in your lifetime," he replied, draping himself over the bars. "But I am dressed, so you can look now."

"You better not be trolling me," she warned as she peeked out between her fingers. Then she scowled at him. "Mooning your guard? _Seriously?_ You're supposed to be older than me!"

It was an incongruous statement, coming from her of all people, though she definitely looked better than before. Her cheeks were still a little hollow, and those foreign lines of an age that wasn't her own still crisscrossed over her face. But, she'd stayed true to her terrible fashion sense and cut her hair back into the same short style he was familiar with, though it was stark white now. Ruby did look somewhat younger than she had upon their arrival, but it wasn't saying much - she could still easily pass for one of Goodwitch or Ironwood's peers.

Still, he couldn't deny the flood of relief and, loathe as he was to admit it, happiness he felt at seeing her up and acting like her normal self again. "You made it."

Ruby looked over her shoulder at the two stooges, who clearly got the message to leave them alone. Ironwood even took his scowling honor guard with him, finally affording Roman the first bit of real privacy he'd had since being incarcerated.

"You just call us if he threatens you or makes you uncomfortable, Ruby," Ironwood grumbled from the back of the room. Then he glared at Roman. "Watch yourself!"

Roman raised his hands in a mock-salute. "Yessir!"

Ironwood looked unhappy, but Goodwitch pulled him away. He missed his chance to fire another word salvo at Ironwood's back because Ruby leaned in close and reached out for him.

"Hey, Roman… I-I… I really wanted to say this earlier, but you know, we were kind of fighting for our lives there in Exsul, and then I guess I passed out. Umm, I didn't mean to scare you, by the way… Jaune told me a little about what happened."

Ruby seemed unsettled, maybe even a little panicked. His attention zeroed in on her, but he didn't know what to make of it when she clasped his loose hand hanging between the bars. Should he have pulled it back in before she touched him? Was she acting all weird now because she'd seen him naked?

Her fingers were warm and dry, still stick thin and too delicate. _Why's she touching me? Nobody touches me._

His resolve to pull his hand away scattered when he noticed the half-moons on the base of her stubby, unlacquered fingernails, which were cut short for efficiency. Age was turning them slightly yellow. _They're not really her hands_ , he told himself.

She was looking at him again, her eyes bright with unshed tears. "I'm sorry for not being stronger. They wouldn't let me come down here before today, they said I was too sick, but… I'm sorry I made you wait. And I'm sorry they're treating you like this. But most of all… I'm s-sorry a-about…"

Her fingers jumped in his, and he realized all her touchy-feely-ness wasn't completely about him after all. She was nervous; she felt _guilty_. There could only be one reason for someone as good as her to feel guilty to someone as rotten as him - and he wasn't ready to pick at that scab.

"Sorry for what? You don't tell me what to do." The way his hand has closed around hers as though she was his only lifeline seemed to say otherwise. _No wonder Junior laughs. I'm as transparent as he is._ After a brief struggle with his already shattered pride, he refused to let go. In many ways, she _was_ his only lifeline.

"No, you chose to come back here yourself, for my sake." She shook her head. "Even after what I did-" Her words cut off in a hiss of surprise and pain as his grip became crushing.

"Stop talking about it or I might have regrets," he warned.

"No," she grit out, tears gathering at the corner of her eyes as her hand shook in his. "There's something I have to tell you," she pushed, refusing to back down even though he _knew_ her hand must've been screaming by now because she wasn't using her aura. Without the protection of her soul, her fingers didn't just look delicate. Reluctantly, he loosened his grip before he could dislocate any of her joints.

"They're not going to kill you," she said in a rush. "You're not going to Atlas."

Roman digested her words. Then he looked over at Ironwood, who was very obviously grinding his teeth while watching them. Making sure he had the general's attention, he made a show of lifting Ruby's knuckles to his lips and kissing them, before directing his broadest smile at the man and waving with his free hand. As expected, it managed to piss Ironwood off even more, although it didn't seem to do much for Ruby either.

She snatched her hand away from his as though burned, only to reach through the bars and slap him soundly on the side of his head a moment later - even without her Semblance, she was still fast. "Stop being a dick to General Ironwood," she growled. He had to give her credit for not turning entirely red in the face when she said 'dick.' "We have more important things to talk about right now!"

"Riiight," he drawled, abandoning his one and only source of consistent entertainment - pissing off the Atlesians. "So how'd you manage to pull that off? I can tell Ironwood still misses me as much as he ever did."

Ruby smiled faintly. "I didn't do anything. You did, when you killed Cinder. That's the reason I absorbed her power - the power of the Fall Maiden."

 _Fall_ _ **what?**_

Roman gaped at her. "The hell? Those are just urban legends. What're you going to tell me next, that Ironwood is Santa Claus?"

For having just fed him the biggest fairy tale in Remnant, she looked surprisingly earnest. "It's true! When a Maiden dies, her power leaves her and seeks out a new host. Cinder's heists, all those things you did to target Vale when you worked for her, didn't you ever wonder why? She really was going after Ozpin because he was trying to hide the Fall Maiden's power from her! Cinder managed to steal it by killing the previous Fall Maiden during the Battle of Beacon. This time, when you killed her, I guess I was the only girl around to take it."

"Are you serious?" he asked. It seemed like an impossible story… but then again, Ruby shooting wind-blades out of her arms and fireballs out of her heels wasn't any more fantastical, and he'd seen that happening with his own two eyes.

She nodded mutely, an unhappy winner of what was basically the power-up lottery.

"So you gained all that power just because Cinder died and you were the closest one there?"

"I think so."

He wondered if Ruby realized what she was implying. If what she was saying was true, that meant a Maiden's powers could only be transferred to a woman with a human soul - and Neo had been right there alongside Ruby.

Neo hadn't inherited those powers.

Was it because of the purity of Ruby's soul? Or was it because Neo didn't have enough of a soul left to be a candidate? His mood dropped rapidly the more he thought about it, but Ruby was still talking to him, oblivious.

"...plus Ozpin's still alive. He's been in hiding all this time, working with Ironwood-"

Roman's eyes shot to Goodwitch and Ironwood. _So Junior was right about the tension between those two._ "That was pretty cold," he muttered, reevaluating his opinion of Beacon's former headmaster. "I always thought that Ozpin guy was toothless. Looks like he showed his fangs to the wrong set of people, though."

Ruby didn't say anything, and he glanced down at her. Her head was lowered, and she looked mortified.

"What?" He hadn't thought sharing his honest opinion would've bothered her so much; it didn't seem to on Exsul. "Why the long face?"

"Do you really have to ask that?"

"Yes, because that look is more than just feeling sorry for Goodwitch. Spit it out."

"Umm… well, Ozpin was sort of like my mentor when I was a student here," she mumbled.

 _Huh._ "Somehow you turned out okay despite that," he replied, managing to bring a small smile back to her face. "Besides, you're getting distracted from the most important thing here. _Me._ Why doesn't General Ironass want my head anymore?"

"Oh, uh… officially, he still does." She leaned in. "Unofficially, too, but Glynda put him in his place. So as long as you stick with me, you'll be safe."

"Stick with you? You're going somewhere?" Now this was starting to get interesting.

"Ozpin needs to see me more than Ironwood needs to kill you. He's been searching for all four of the Maidens for a while now, and he's fought Salem before, too. I think he wants to talk me about that, actually… meeting Salem, I mean. So I have to find him. And, well... I kinda need a pilot I can trust to get me there."

"You've got Ironwood for that. He's a pilot too, you know. The best damn one in Atlas."

"But I don't trust him." Ruby looked him squarely in the eyes. "I trust you. You saved my life even though you knew you'd be risking your own. I know you hate admitting it, but deep down… you're a good person."

Roman snorted, though he couldn't keep that stupid, honest grin from surfacing when she was around. "You're the only one who thinks that."

"That's because I'm the only person you've let come close to you."

He squinted at her. "You're planning something, aren't you?" Ruby opened her mouth to protest, and he pressed his forehead against the bars, staring her down. "Sweetheart, don't try and out-con a con man." He studied her.

She turned slightly red and leaned back. "I hate it when you do that! It feels like you're reading my face like it's some kind of a billboard!"

"Well, that's pretty much what you are." Something clicked, and he groaned. "You're bringing your team with you."

"Think of it as a chance to apologize to Jaune."

"Apologize!?" He lowered the tone of his voice when he noticed Ironwood's smug look. "Hey, kid, I don't know if you hit your head too hard to remember, but your boyfriend _won_ our last fight."

Ruby squinted right back at him, doing her best to copy his expression and failing miserably. "He's not my boyfriend. He's my _best_ friend, and he's willing to give you a chance if you'd stop being a raging asshole to him. And everybody else for that matter!" Her face contorted. "And damn it, stop making me swear using body parts! This is really awkward now!"

"No can do," Roman said. "Besides, you should feel honored to have seen me in my natural glory. Now you're one of the few, the proud..."

"Great to know you make a habit of flashing your elders. Thank you so much for that, by the way."

She was getting better at sarcasm, he noted with some pride. "Listen. I'm not making nice with your team. Being contrary is an integral part of my personality. I like you, Ruby, but I'm not going to change myself for you. "

"Well good. Because you should be trying to change yourself for _you_. I can have your back, but I can't carry you on mine."

He stared at her for a long moment. "Ever think of giving up your day job and becoming a therapist?" he asked conversationally. "You'd make a killing, the way you puncture through peoples' defenses."

Ruby's confidence visibly wavered. "I'll have to if Ozpin can't fix me," she muttered. "They said I can't use my aura anymore or I might keep on getting older even faster than before." She took a few deep breaths, and he recognized the expression she was making as she tried to bring herself under control. _Fear._

"Hey," he said, reaching out for her. "Are you alright?" She turned away from him, completely unaware of how she was broadcasting her real feelings. The thought that she might be afraid of _him_ because he'd crushed her fingers hit him like a charging Ursa. "Ruby, c'mon," he said more urgently. "I-" He couldn't say it. For some reason, he couldn't make himself apologize. "I'm not gonna hurt you," he said instead.

She hunched over with a surly pout. "I'm fine. Stop looking at my face! It's called privacy, you know."

He didn't stop looking because she was wrong, of course. Years of communicating with Neo meant he could read a person's entire body, not just a face. And she was still screaming her insecurity to him with every movement she made. It wasn't just him - no aura meant no more Huntressing. People who tried to fight Grimm without auras didn't last long, special academy training or not. She didn't want him to know how scared she really was. She didn't want _anyone_ to know about the fragile hope she had riding on Ozpin's ability to cure her body.

But something he understood all too well for himself was that she wasn't really suffering from a disease. His chest constricted, watching her trying to hide her struggle from him and pretend nothing was wrong. _Idiot,_ he thought. _You're supposed to take advantage of those feelings to pressure me, not act like it's a choice I still get to make._

"Fine. Maybe you're right," he said instead. "Change starts within, or some other philosophical bullshit, right? I'll fly you to your Pinhead, and I'll even tolerate Wonder Boy's mouth breathing."

"Jaune," she said reflexively, then choked back a snigger. "Wonder Boy?"

"Why? Got something better?"

She smiled, all traces of her anxiety gone.

 _Good at compartmentalizing_ , he added to his mental tally of _interesting things about Ruby._

"In fact I do, but I'm not telling you anything until you guys are friends. So… you'll do it?"

"Sure, why not," he said with a shrug. "But this time, get me a ship with a gun or ten."

 **.x.x.x.**

"An Arrowtooth? Not half bad," Roman said as he made himself comfortable in the pilot's seat. The cutting-edge Atlesian dropship was a far cry from the barely-flight-worthy Bullhead they'd stolen before. It was sleek, new, and most importantly - both of its Gatling guns were in working order, not to mention the set of rocket launchers it had equipped. There was even a shiny new EMP weapon installed, probably the result of their own droids going rogue after the Battle of Beacon. He looked out of the canopy and was met with the sight of Ironwood and Goodwitch, both staring down the airship with looks of extreme disapproval. For a moment he considered testing the guns out.

"You're sure you know how to fly this thing?" Ruby asked, dissolving his fantasy.

Roman turned to give her a flat stare. "You sure you remember who you're talking to?"

"Fine, sorry for asking," she huffed. "And did you get the coordinates from the general?"

"Yup," he replied absently, concentrating on starting up the engine. "Stop nagging already. You should probably get back to your friends. We'll be taking off soon, and you don't want to be standing for that."

"I know, but…" She stood behind his chair, fiddling with the sleeves of her shirt.

He sighed. "Relax. I've got this."

"I know," she mumbled. "I just miss the other chair."

The Arrowtooth's sleek design was nice to look at and even more fun to fly, but like most things Atlesian, it prized efficiency over safety. There was no co-pilot's chair in the small cockpit, because the airship was meant to be a one-man - or robot - operation. No distractions… like a chatty brat for a co-pilot.

"Me too," he admitted. Then he turned and gave her another genuine smile. _Damn. I'll never be able to gamble again if this keeps up._ "Sit down, Ruby. I'll get you to Ozpin in one piece."

A flash of gratitude passed over her face. "Thanks." Still, she hesitated. "You know, if Ozpin can't do anything about this…"

"Don't be such a downer. It's not like you." She still looked worried, so he reached up and gently tapped her jaw with his fist. "Chin up. Even if that guy can't do anything about it, you'll still be you on the inside. You're a survivor, you'll get through it one way or another."

"Are you giving me a pep talk?"

"Tell your friends and they die," he replied, refocusing on the controls.

As expected, she got the real message. "Thanks, Roman."

 **.x.x.x.**

It was taking longer to reach the base than anyone had expected. Roman wasn't concerned; the Arrowtooth had been so well-prepped that they could've flown to Exsul again if they'd wanted to. Caution made him stick to a low flight path near the treetops, though. If Salem really was out to get them, there was no need to go around broadcasting their presence to the world at large in the skies.

The airship made good time across the lush forests of Sanus. Things had been relatively calm, although Roman was confident they'd be able to outfly or outfight whatever Grimm they might run into, particularly if Ruby's teammates were as invested in their training as she seemed to be. Besides, who needed a team of Huntsmen anyway? He'd gotten his hands on a real ship this time, so he could finally take care of any problems they ran into personally. Chuckling to himself, he gave the master arming switch of the Arrowhead a satisfied pat. Things were finally starting to look up.

"Are you laughing to yourself? That's not weird at all."

And then there was Wonder Boy. "You sure you want to be here, kid? You look a little green around the gills." He subtly adjusted the pitch to ensure the Arrowtooth ran into "turbulence" as they spoke.

"Oh god, why?" Jaune groaned from where he was sprawled across the floor.

"I hear you're Ruby's best friend." Roman smirked. "Shame if you were to get hurt down here, you know."

"You're doing this on purpose," Jaune mumbled miserably. After a few moments, he managed to sit up. "So… how much longer do you think it'll take us?"

Roman suppressed an irritated sigh and considered Ruby's request to be more sociable. In a way, he was glad the single-person cockpit was so isolating, because the angry looks directed his way from the tiny ginger glued to Ruby's side weren't exactly encouraging.

Not that Wonder Boy was much better company, though.

"You're starting to make me feel like a babysitter, kid. No, we're not there yet, so _stop asking_."

"I'm making an effort here." The kid sounded annoyed despite his weak stomach. To be fair, it was his fourth time visiting the cockpit, and with each visit he looked a little paler and waxier than before.

"That's great, but I don't appreciate it. So why don't you wobble up those stairs and get back to your seat?"

Jaune swallowed thickly as the airship hit another pocket of "turbulence". After a few moments, he stood up and managed a reply. "Because Ruby would be disappointed if I gave up."

"Pathetic. She has you completely under her thumb, doesn't she?"

Jaune looked over Roman's shoulder. "You know she's watching us right now?"

Coughing, Roman shifted in his seat. "Alright, fine. You can stay here for five more minutes. But I swear, if you even thinking of losing your lunch on me, I'll make you live to regret it."

"I can't help being airsick!"

"This loser..." Roman muttered under his breath.

"Hey! Maybe you're just a bad pilot!"

"Oh, Wonder Boy? Get your bag out."

Jaune paled, and as Roman sent the ship into a maliciously steep dive, he finally figured out Ruby's secret nickname for her queasy friend. Fortunately the kid took his advice and emptied the contents of his stomach into his flight safety bag - Roman really would have murdered the blond if he'd yakked all over his freshly laundered white jacket. Or his baby Arrowtooth.

"What was that for?" Jaune squawked when he'd recovered sufficiently.

"Huh? Oh, thought I saw a Grimm. Oops," he said cheerily. "Here," he added, fishing through his pocket. "Have a breath mint."

Jaune caught the candy tossed at him and staggered to his feet. "Ruby must have the patience of a saint. Just get us there in one piece." He paused. "... And thanks."

"What for?" Roman asked, one eyebrow raised.

"For killing Cinder." Jaune's voice was so quiet Roman nearly missed it. "I wish I could've done it myself… but you avenged Pyrrha, and that's all that really matters. So I mean it, really. Thank you."

He felt uncomfortable, being the recipient of someone's gratitude rather than scorn for once. Particularly since the kid was thanking him for murder. "Yeah, whatever, I got it."

"And thanks for thinking of Ruby. Back then when you rescued her, and just now, too."

 _Ok, enough of this bullshit. You aren't Ruby, kid._ "Stop whimpering like a kicked puppy. You and me talking? It's all just a farce, so don't go getting it confused with any of that friendship crap Ruby likes to go on about. I hate people. _All_ people. You're a person, so take the hint and get the hell out of my cockpit."

"I meant by coming to Vale, but sure thing, tough guy," Jaune replied with a grin that might have been cocky if it wasn't for the fact that Roman had seen him vomiting helplessly into a bag mere moments before.

"Oh look, I think I see another Grimm on the horizon..."

"I'm going, I'm going!"

Roman would have basked in his victory, if not for the strange movement he spotted in the distance within the thick forest. "That can't be right," he muttered, checking the instruments on the dash. "Those _are_ the coordinates…" He looked up to see a crack of smoke, soon followed by multiple glowing trails traveling rapidly towards their airship.

Without hesitation he dropped the Arrowtooth under the cover of the trees, watching as the tracer shots passed overhead. A shrill warning began to echo through the cockpit, accompanied by Jaune's high-pitched scream of surprise.

"What just happened?"

"Nothing good." Roman brought them up only as far above the tree line as it would take him to scan their surroundings, his Semblance already active. "Times like these make me remember why I left the academy," he muttered, confirming his suspicions. "Get back in your seat, kid."

"No," Jaune said, his voice firm. "Is it a Grimm attack? Maybe we can help-"

"We're being attacked alright, but not by Grimm." His eyes panned across the forest stretching before them, searching for any anomalous shapes within the dense trees. _There… and another… and another… There are hidden missiles everywhere out here!_ "Ozpin's base is a fucking deathtrap. I thought he was expecting us!"

Camouflaged to look like trees, the missiles were huge and menacing. Roman turned the ship away from Ironwood's coordinates and throttled up, but it was already too late - he saw the tell-tale smoke cloud of one launching. One glance at it told him that at least Ozpin's tech was badly outdated - not much of a comfort, when the dinosaur missile in question was still larger, faster, and more powerful than his Arrowtooth, _and_ snapping at his heels.

"Is that… a missile?!" Jaune said, staring through the canopy with wide eyes.

"Hang on." It was the only warning he had time to give as he began to bounce the Arrowtooth up and down rapidly along the tree line in a dizzying game of see-saw with the missile tracking them. After a few tense moments, his tactic began to pay off - the missile's attempt to track their chaotic path was throwing it out of sequence. Dropping the airship's speed dramatically, he took a dive and watched as it sailed past them and crashed into the forest ahead, creating a large fireball. Then he pulled up rapidly through the billowing black smoke.

"What's going on?" Ruby shouted from the cabin.

"Stay in that chair!" he heard Nora scream, followed by Ruby's whimper. For once he was glad the ginger had glued herself to Ruby's side.

"We've got a problem," he said, turning the ship to face the aerial minefield surrounding Ozpin's base. "Looks like your Pinhead's not happy to see us."

"Why are you going back?" Jaune yelled as Roman took them in closer.

"Because firing a surface to air missile at your guests is just plain rude," he answered, his eyes narrowed.

He swerved away from another round of tracer fire, then watched as two more missiles launched simultaneously, turning to track their ship. "We need to get around those and find the radar that's guiding them. He can't hit us if he can't see us."

"Oh god, please don't do that thing with the ups and downs again," Jaune begged.

"No can do," Roman grunted. "It's too late to activate the jammers when we're already on top of them. Better grab onto something, this could get rough."

In response, Jaune straightened, his eyes lighting blue. Two large barriers sprang up before the missiles racing towards them, causing them to explode on impact.

"Nice going Wonder Boy! Didn't know you had that in you."

"I'm gonna die," Jaune groaned, his white-knuckled grip on the back of the pilot's chair the only thing keeping him in place.

Roman shrugged. "You need to go into every battle feeling invincible. It's the only way to win. Besides..." He grinned, picking up as much speed as he could squeeze out of the Arrowtooth's engines. "Now you know how I felt when Ruby carried me back to our airship."

"Yep, we're all dead," Jaune continued, as if he hadn't heard a thing.

He sighed. "Listen, you slavering idiot. This is doable! If we take down the radar guiding them, those missiles won't be a problem." This time when the tracer round was fired at his ship, he tracked it back to its source and dipped the airship towards it, estimating the distance between them.

"Can you hit something that far away?" Jaune sounded nervous.

"Maybe if we do this," he replied, tilting the nose of the ship upwards while firing a salvo of rockets. The angle of his attack lobbed them in a ballistic arc towards the distant target. His aim was true, and as the ground exploded, the blaring sirens in the cockpit finally fell quiet.

"Who's attacking us?" he heard Ren ask.

"I'll go see- OOF!"

"I said sit down, Ruby!" Nora yelled.

 _Better speed this up before Ruby gets any bright ideas._ "That wasn't the fire control radar," he said to Jaune as the Arrowtooth's warning system sounded again. "Incoming on our left, kid. Block that, I'm breaking right!"

"What?" Jaune yelped, then gagged when Roman banked the plane steeply.

"Damn it, hold it in!" He felt a real moment of panic at Jaune's wet burp. Still, no matter how the blond sounded there was no missile impact, so the boy's Semblance was working its magic. Narrowing his eyes, he scanned their surroundings until he spotted the only place the fire control could be hiding - an unusually large and artificial-looking clump of trees on top of a high hill with a telltale dish rising above them.

"Uh, Torchwick? We have another problem!"

Roman didn't need Jaune to tell him; he could already see the small Atlesian combat drones being released into the sky from below. They were small but very agile, and while normally he would've laughed at the thought of the tiny quadcopters facing off against a dropship, the accompanying AA missile attack was wiping the smile off his face.

Rather than try to fight the new threat, he sped up and fired another few rockets at a nearby SAM to clear them a path deeper into the heart of Ozpin's territory, not bothering with the Arrowtooth's on-board targeting computer. The grounded missile exploded in a spray of smoke and flames.

He corkscrewed past another burst of tracer fire, only to be surprised when one of the shells punched straight through their wing, sending them careening. A quick check of the instruments indicated that the Arrowtooth had been damaged, but it wasn't crippling - as luck would have it, the shell hadn't actually exploded. He managed to stabilize the flight, then reached back and rapped his knuckles against Jaune's forehead. "Pay attention, one of them almost got us!"

"Mercy," Jaune whimpered, though his blue barriers started doing their jobs again.

"I found our culprit." Roman felt the adrenaline pumping through his veins as he targeted the radar antennae. "Let's end this!"

"Can we not and say we did?" Jaune begged, his eyes bugging out as they entered into a steep, spiraling dive towards the target.

"What, you mean to say you aren't enjoying yourself?" Roman cackled, lining up the station in his sights.

"No! Enough! I can't take it anymore!" Jaune lifted his head, eyes blazing blue, and glared through the canopy with wild eyes.

He saw the enormous barrier form around the tower before he could fire off another rocket. It compressed inward, and the leafy radar station collapsed under the immense pressure.

 _Damn._

"Why didn't you do that before?" Roman asked, easing out of the dive and twisting the Arrowtooth upwards into a sharp climb. With the anti-aircraft system out of the way, he took great pleasure in venting his frustration by lazily circling back towards the drones and shooting them down like clay pigeons. "Get the rest of them," he demanded as he lost interest, bringing them higher to hover over the smoking ruins.

Multiple bubbles of blue popped into existence below, shrinking rapidly around their drone targets to crush them into scraps. Watching the flaming bits of metal and plastic raining down over the forest when the barriers released was cathartic. He basked in the beauty of the destruction they'd wrought, then turned to celebrate his victory with Jaune.

The kid was on his knees, tears and snot streaming down his face.

"Way to ruin the moment," Roman muttered, disgusted.

"You forced me to evolve my Semblance, you bastard," Jaune growled, coming to his feet. "I think I'll hate you some more after I'm done barfing. Urp-" The boy ran up the stairs, burping ominously, and Roman snickered as he heard the rest of Ruby's team yelling in dismay.

"That looked tough! Thanks for getting us through that." He started and turned. Ruby, finally free from Nora's protective custody, had taken the spot behind the pilot's chair. "Did you really have to fly like a daredevil on a sugar high to get rid of the ground defense system though?"

"I thought I was being subtle. Y'know, about as subtle as you sending Jaune up here every five minutes."

"I was hoping you'd learn to get along."

Roman shrugged. "I gave him a breath mint."

Ruby rolled her eyes. "Well, it's progress, I guess." Her expression turned serious. "Why were we attacked? I know we're not here officially, but… I thought Ironwood talked to Ozpin about us already."

"Let's find out," Roman said, reaching for the comm. Turning it on, he sifted through the frequencies until he found the one Ironwood had specified. "Hey, asshole. Ironwood told you we were coming, didn't he? What was with the welcoming fireworks?"

The radio buzzed and crackled, before a voice that was unmistakably Ozpin's came through. "Roman Torchwick? Put Ms. Rose through, if you will."

Roman stared at the console, then reached out and stabbed the connection closed. "Did that bastard just ignore me after open firing on us?" He eyed the ground, looking for the entrance to Ozpin's base. "I can give him a 21-gun salute too…"

"Just turn it on again," Ruby said. "I want to know what happened too."

Gritting his teeth, Roman flipped the comm back on.

"Professor Ozpin? It's me," she said loudly.

"Ruby! Are you safe?"

Now Ruby looked confused, too. "Well yeah, no thanks to my teammates. Why'd you try to shoot us out of the sky though?"

"I'm sorry, but my instruments are reading some sort of Grimm on board your ship. I hope you'll forgive my caution, but I cannot allow Salem to infiltrate my base of operations once again. Are you quite certain you don't have an unwanted stowaway on board?"

This time Ruby was the one who reached over his shoulder and shut the comm off. "Umm… are you okay?" she asked, making sure her voice didn't carry to the back of the ship - where Jaune was still violently ejecting the contents of his stomach.

"Okay? Would you be okay?" He laughed harshly. "I don't hear them anymore," he admitted, giving more attention than was strictly necessary to trimming the hovering ship. "But I wasn't enough of a sucker to think it was over." _Didn't stop me from hoping,_ he added silently.

He felt her hand on his shoulder, giving it a squeeze. "You still have an aura… so you still have your soul. You're not a Grimm." She leaned down, her silver eyes bright despite her shock of white hair and her lined face. "And as long as I'm around, I won't let you become one."

"If you can't stop it one day, you'll end it for me." He met her eyes, gave her a long look. "Like you did for Neo."

Her smile faded, but she held his stare. Then she nodded, once. "Promise," she said, holding out her fist solemnly.

"What's that supposed to be?" he asked, looking down at her fist with a frown.

"Fist bump, stupid!" she groaned. "Promise! Bumpity bump, come on! Are you really that old?"

"Enough with the geriatric jokes, grandma," he grumbled, though he did smack her fist with his own. "Everybody gets old someday."

"Some faster than others," she snickered, unbothered by his sullen attitude. "Now, let's give Ozpin some of his own medicine." Reaching down, she flipped the comm back on. "Hey, Ozpin? We don't have any stowaways. Everyone who's here is exactly where they need to be."

"... That can't be correct," Ozpin replied.

She took a deep breath. "Well, fine. I guess I can just take my Maidenly self right back to Vale then. I heard Glynda needs help fighting a Grimm dragon that _someone_ left on her tower."

Roman felt a flash of pride at her insolence. It slowly withered as she kept on talking.

"Which was I guess partly my fault, since, uh, I froze it up there and made it a big Grimm magnet. But it was kinda your fault too! You ran away and left her to deal with it all by herself! Don't you feel even a little bit bad about that? Because she does! You should've seen what she did to Ironwood when he told her about you, he couldn't walk straight after she-"

Roman reached down and flipped off the comm. "Ruby."

She bit her lip. "Fail?"

"Fail," he agreed, switching the comm back on.

"... well, at the very least I've confirmed that you are the real Ruby Rose." Ozpin sounded amused. "I'll clear the landing pad for you. You'll have to taxi your ship in."

"Yeah! Roger that," Ruby cheered.

Roman glared at her.

"Uh, I mean… we're coming down. You better be ready for us, buster! You owe us an explanation big time!"

"Yes, yes. I'll see you inside, Ruby," Ozpin replied, ending their communication with a crackle of static.

Switching the comm off, Roman spent a moment watching the ground for telltale signs of movement. Soon, he saw a clump of trees shuddering and moving, revealing a small landing pad with a short runway leading into the mouth of a subterranean hangar. As they waited for Ozpin's gate to finish revealing itself, he glanced at Ruby.

"How can you be so terrible at acting tough? You wield a scythe that's bigger than your entire body!"

"I can't help it, okay?" she squeaked. "My dad taught me to respect the elderly!"

"This is what I have to work with? Really?" he groaned as he brought the Arrowtooth down.

* * *

 **Notes**

A big shout out to Whale and JdZ for helping me with the technical details of aerial warfare here.

"Arrowtooth" is a name I made up for the Atlesian Dropships. It's the name of a species of lizardfish, because I think that ship looks like a cross between a lizard and a fish.


	15. 14: Losss

**14: Losss**

The small, poorly-lit hangar where they disembarked was cool, dark, and devoid of any personnel. It hardly meant it was devoid of motion, however, as a cadre of oddly-shaped robots - definitely not the sleek humanoid designs favored by Atlas - came to tend to their parked ship.

Ruby took the lead of their small group, feeling uncomfortable at the lack of a human greeting. She'd understood when Ironwood had told her Ozpin's base was top secret, but she hadn't expected it to be so _empty_. Not even Ozpin himself was making an appearance.

"Well that's… different," Jaune noted as a headless four-legged robot pranced its way up towards them and mimicked sniffing his legs.

It moved on to her, and Ruby awkwardly tried to pat its back. "Hello, puppy… kitten… thing," she said. "I have a dog too, you know!" The plastic felt cool and slick to her fingertips, and the creature ignored her touch and brusquely moved on to Ren.

"Get it off me." Ren's feet phased out when the bot attempted to inspect him.

Static crackled from the open box where on any normal animal a head would have been, and Ozpin's voice came out, clear as if he'd been standing there himself. "Mr. Lie. If you would please deactivate your Semblance and allow my helper to scan you, it would expedite this process."

Looking unhappy, Ren solidified his feet. "Fine, but I still don't like it."

"Why? It's so cute!" Nora said when the thing completed checking Ren and moved onto her to perform the same perfunctory test.

Roman, who was trailing at the back of the group, made a noise of disgust. "You wouldn't think that if it was on guard duty. That's an Atlesian multipurpose watchdroid. Pretty old, too." Ruby watched him step back as the bot continued towards him; part of his conditions for accompanying them to Ozpin's base was the return of his weaponry, bowler hat included. "Still a pain in the ass, though," he muttered, holding Ruby Tuesday at the ready.

The creature spent longer on him than it had on the others, before pacing backwards and sinking into a crouch. Ruby noticed how the whirlwind of robotic activity around their airship slowed down. In the ensuing silence, the clicks of a few panels opening along the sides of the scout were unnaturally loud. It didn't take a genius to see that the tiny bot was well-armed and just as ready to open fire as Roman was. The intercom crackled again.

"Interesting." Ozpin's voice floated through the air. "Tell me, do the others know of your condition?"

Roman sneered. "You think you're in any place to be asking _me_ the questions after that entrance, old man?"

She shared a worried glance with Jaune and then rushed to put herself between Roman and Ozpin's scout.

"It's okay, Jaune and I know everything about his… uhh… _problem_."

"What problem?" Ren asked, his eyes narrowing.

"That would be my unsportsmanlike attitude," Roman replied. His tone was frigid, though, and Ruby felt her hackles rising as he breathed down her neck, his displeasure at discovering she'd shared his secret evident.

"Ruby, while I know you are the trusting sort, I'm afraid I'll have to ask you to send Mr. Torchwick back-"

"No can do," Jaune said, surprising Ruby as he jogged past her and threw his arm around Roman's shoulders, lowering the taller man's head. "Roman's our buddy, so if you want to see us, you'll be seeing all of us."

"He's not our _buddy_ ," Nora countered. But she still planted herself firmly by Ruby's side, hands planted on her hips to create a physical barrier between Roman and Ozpin's bot. "That's why we won't be leaving him alone by himself anywhere, right guys? Where Torchwick goes, we go!"

Ren didn't bother to join them, instead standing ominously behind the waiting bot, Stormflower hanging loosely in his hands. "I like robots even less than Torchwick," he stated monotonously.

Ruby didn't bother to stop the grin that stretched her cheeks wide. "You know how important teamwork is, Professor! Why stop us now when we're doing so well?"

"Yes, I can see your team isn't open to negotiations," Ozpin stated dryly. "Very well… follow my guide, if you will. But know, Mr. Torchwick, that you will be under close surveillance for the duration of your time here. I would recommend you refrain from your usual antics for your own safety."

Roman shrugged Jaune's arm off with a look of irritation. "It's not my safety you should be worrying about," he muttered under his breath, straightening his jacket.

Ruby whirled around to look at him. "Could you be good?" she whispered. " _Please?_ " She couldn't help but wince at the note of pleading in her voice - and there was that 'enlightened self-interest' again. She could practically hear Roman sniggering at her once-lofty ideals. But fine, so maybe she was a _little_ scared. Ozpin really was her only slim chance at reversing the damage she'd done to her body. It wasn't just _Roman's_ future riding on his ability to reform his ways.

She looked away, ashamed of herself. _But I have no right to ask him to do anything for me anymore._

"I'm trying," Roman stated, his voice brimming suppressed anger. "But don't forget your mentor nearly killed _you_ , too. Practice a little self-preservation sometimes."

Her brow quirked as she tried to understand how his reasoning could be so similar, yet so different from her own. _Self-preservation?_ Were they even looking at her situation the same way? When she looked up, his smile was more menacing than reassuring. "I'll only promise to be as good as Pinhead lets me."

"I can't believe I'm saying this, but he kinda has a point," Jaune said.

Nora threw up her hands. "This is too weird," she huffed. "Stop confusing me! I'm gonna follow the cute robot dog, and the first person who asks me to pick a side is getting a serving of Magnhild." She paused, then grabbed Ruby, her green eyes burning. "No, scratch that. I pick your side, Ruby. You point, I'll smash." Her eyes travelled towards Roman and her grin turned just as menacing as his. "At _anybody_."

"I like her," Roman said as she flounced off after the bot, which was trotting towards the hangar's doorway. "Strong, stupid, and loyal. You picked a good minion."

"Tell me when I can shoot him," Ren said with a look of disgust, sheathing his weapons.

"And the smartass," Roman added. "Good of you to remember my bullets this time." He saluted with Ruby Tuesday.

"Ren!" Nora called from the door. "Are you coming or what?"

"Oh, better run, Beauty." Torchwick smirked. "Looks like your beast is calling you."

Ren twitched. For initially being one of the more tolerant members of Team RNJR concerning Roman, he seemed to have the worst relationship with him in the present.

Ruby could see the trouble brewing behind Ren's usually placid eyes and elbowed Roman. "Stop it," she hissed. "He helped us, remember?"

"And I have regrets," Ren added, his voice still in that same dangerously smooth monotone. "Would Ozpin even have fired on us without this joker tagging along?"

"Ren," Jaune warned. "Don't push it. He's a friend of Ruby's now. That means he's a…" He stopped, looking as though he'd swallowed something foul. "...friend of Team RNJR."

"What a ringing endorsement, Wonder Boy," came Roman's cutting reply. "The spirit is willing but the flesh is weak, eh?"

Jaune's face twisted up. "I will never understand how you managed this," he said to Ruby, before grabbing Ren by the arm and turning him around. "Think of him like a rabid dog," she heard Jaune say under his breath. "And let Ruby handle him. She's the only Torchwick whisperer around here."

Ruby dropped her head with a sigh. "Did you have to do that?"

Roman crossed his arms, defiant. "Yeah, I did." He glared down his nose at her. "You told Jaune?"

She lifted her head. "You're calling him Jaune?"

"He's not half-bad," Roman admitted. "Neither is Ren. He's a smartass, but a clever one. Looks like you paired yourself up with a tanker, a handler, and a brawler. It's a good team." He looked over towards the door, where the rest of Team RNJR was waiting for them, and reached out to push her in their direction. "Walk and talk."

"Wait, so if you don't completely hate him, why do you heckle him so much?"

"It's fun." Roman shrugged. "You kids get riled up so easily, I can't help it. Your girl Nora there has the right idea: keep it simple. The more complicated you make things, the harder it'll be to move past them when they go to shit. And trust me, if you're all aiming to be Huntsmen, things _will_ go to shit."

"You still think this is a war we can't win?" Ruby asked with a sinking feeling.

"You saw Salem," he replied. "Even with half her body missing, she nearly got us."

"Maybe that's why Ozpin's looking for the other Maidens," she replied. She trailed off as they passed through the hanger doorway and into the well-lit hall, her mouth dropping open.

Next to her, Roman stretched and smiled. "Now this, I might be able to work with," he said, hooking his rifle over his shoulders and strolling over the glossy hardwood floor to join the rest of her gaping team.

"Can you believe this place?" Nora said, her eyes as large as saucers.

"Are we… really underground?" Ruby replied as the door to the dim hanger sealed shut, leaving them in what looked like a luxurious, well-lit hallway in a five-star hotel. The lighting was tasteful and modern, the sparse furniture stylish and functional, and there even were several view screens set into the walls at regular intervals, displaying images that mimicked above-ground windows. The bot that had guided them in was waiting patiently at the end of the hall, next to a large elevator.

"I didn't know Ozpin was this rich," Jaune stuttered as he made his way down the hall.

"Neither did I," Roman replied, sounding irate.

His obvious annoyance put a smile on Ruby's face. "So… you think maybe you were working for the wrong people after all?"

"Can it, Red," he muttered, though he seemed to be in a better mood than before, not even picking a fight with the other members of her team in the close quarters of the elevator they crowded into.

The doors closed behind them, and the elevator began to descend.

And descend.

And descend.

Ruby looked around the cabin. "Umm… exactly how far down are we going?"

"Far enough to protect the delicate nature of the equipment I have here from an above-ground assault," Ozpin's voice replied from the robot riding alongside them. "But fear not, we will reach our destination shortly."

The elevator came to a stop with a bright ding, and the doors slid open.

The silence was deafening as the robot trotted out of the elevator and into the large, similarly-decorated reception room waiting for them.

"You and your friends are welcome to enter my humble abode," Ozpin said - although this time, his voice wasn't coming from the robot.

"P-professor Ozpin?" Ruby stuttered, stepping out slowly.

Ozpin's mild smile, cool brown eyes, and mop of silver hair were as familiar as ever. His face, however, looked as though he'd aged significantly over the past three years. If she hadn't seen him before, she'd have assumed he was in his early 50's. That wasn't the biggest shock, though.

"Professor…" Jaune said, also sounding shocked as he stared Ozpin down. "What happened to your… your…"

"...everything," Nora finished for him.

"Ah, this," Ozpin said with a weary sigh, raising a prosthetic arm in greeting with some difficulty. Both of his human arms had been severed at the biceps, from the looks of it, and replaced with Atlesian cybernetics. Normally those sorts of body modifications wouldn't have been visible had he simply worn clothing over them, as General Ironwood did. Ozpin was prevented from hiding his loss, however, because of the explosion of wires and cables emerging from his chest and back, connecting his body to the large chair he was ensconced in. "I'm afraid I was involved in something of an unfortunate accident during the Battle of Beacon."

"Cinder got you," Roman said, stepping out behind them. "You sorry bastard. That isn't living."

Ozpin's mechanical chair whirred, approaching them slowly. "Despite what you may think of it, Mr. Torchwick, my life is still my own."

"Not if that chair of yours fails," he replied, and Ruby finally noticed how uncomfortably complex Ozpin's… well, she couldn't really call it a wheelchair, when it was larger than the rest of his body, self-propelled, and apparently doing everything from keeping his heart beating to pumping air in and out of his lungs.

"Are you… okay?" she asked, then immediately wished she could take it back.

Ozpin turned his chair slowly - it looked like he couldn't move his heavily scarred neck at all - to face her. "We've all suffered our losses in this Grimm war." His lips twitched. "I can't say I appreciate your new appearance very much either."

"Well, that's kind of why we're here," Jaune said. "We wanted to ask if you could fix Ruby, but…" He trailed off, staring at the mechanical mess that was Ozpin's chest with a sort of horrified fascination.

Ozpin's laugh was wry. "Would you believe me if I said that I'm faring much better than I was three years ago?" He looked at Ruby pointedly. "In fact, my slowly improving health is the reason for your visit here today, Ruby."

Ruby's shock at seeing Ozpin faded as his words registered, sparking hope in her chest. "You… you can fix my aura?"

"That remains to be seen," Ozpin told her. "However, there are many things the..." His eyes darted towards Roman. " _Three_ of us must speak of in private. As you know, all things come with their price."

Jaune's face stiffened. "If you think I'm leaving you alone with Ruby for one second in this freaky secret underground lair, you're-!"

"And this is exactly why our discussion must be private," Ozpin cut in. "Your experience is coloring your judgement, Mr. Arc. I'm afraid you and the rest of your teammates will be of little assistance to Ruby in our upcoming negotiations."

"... Negotiations?" Ruby repeated, feeling her euphoria fade. "We have to negotiate?"

"And there it is," Roman sighed, sauntering before Ruby while tapping his rifle on one shoulder. "The catch. You know, if it wasn't for Salem, I never would've guessed you were using your own students for this chess game the two of you are playing."

"Roman," Ruby warned, trying to stop him, but he wouldn't budge. A surge of panic rose in her chest. "Why are you doing this? He can help me!"

Roman ignored her, facing Jaune instead. "Pull back the rest of your team. I have this."

"You don't know what he's capable of, though!" Jaune sputtered. "What he convinced Pyrrha to do-"

Roman's loud laughter filled the air. "What's _he's_ capable of?" He stopped laughing long enough to wipe his eyes. Then he stared Jaune down, still grinning. "Do you realize who you're talking to?"

Ruby bit her lip, watching the silent sparks flying between Roman and Jaune. Finally Jaune turned away, a look of frustration on his face.

"No," Ren said in disbelief. "Jaune, you can't really be thinking of trusting Torchwick-"

"He'll protect her," Jaune replied. "Don't ask me _why_ , but I know that crazy bastard will." He shot a glance at Roman. "I can tell."

"And we can break him if he won't," Ren added.

"Oh really? Care to put your money where that mouth of yours is?" Roman sneered.

"Guys, wait- urk!" Her concentration was broken when Nora grabbed her by the shoulders and shook her, rattling her teeth and snapping her attention front and center.

"Ruby. I have no idea what the boys are talking about, and I don't care." Nora leveled a finger at Ozpin. "I know he can probably help you though, right?" Then she swept her finger towards Roman. "And I know he _wants_ to help you." Her finger finally descended towards Ruby's chest and tapped her breastbone a few times. "But most of all, I know you can take care of yourself, so I'll get out of your way. But I'll be right here if you need me for anything. And," she added, a smile lighting her face. "I think your white hair looks cool."

Ruby bit back a laugh, surprised and gratified by Nora's blunt assessment of the situation. She gave the other girl a squeeze. "You know… sometimes you're the best, Nora."

"Sometimes?" Nora pouted, returning the hug with bone-crushing pressure. "More like always, right?" Releasing Ruby, she turned away and stomped towards Ren. "Hey, stop getting so mad. Torchwick's a buttdork, where's the news? He's not the one stopping Ruby from getting her treatment right now."

"Butt-" Roman began, looking offended. "What, are you in _elementary school_?"

Nora huffed at him. "Look after Ruby or I'll kick your butt. _Dork._ " She slammed her fist into her palm for emphasis, to which Roman rolled his eyes.

"Are you sure?" Ren asked Nora, still wary of Roman.

"Well, yeah. I mean, look at all the swag in this place. I bet Ozpin's kitchen is better stocked than First Class on a transport ship!"

Ren blinked. Then he sighed. "We're not getting drunk down here."

"Says you!" Nora answered, dragging him towards their guide scout. "Hey, dogbot! Take us to Ozpin's bar!"

"She means the kitchens," Ren said.

Jaune only laughed and rubbed his head. "So, uh, yeah." The smile he directed towards her softened. "Everything Nora said. Maybe we should get her to make the public speeches more often."

"Sure, let the world at large know just how mentally impaired your entire group is," Roman quipped.

Jaune ignored him. "I know how important this is to you, Ruby. And I really hope Ozpin can help. But don't forget that some prices are too high." He looked at Roman. "At least I know you won't."

Roman's mocking scowl faded, and after a short moment, he tipped his bowler grudgingly at Jaune. "Get outta here, kid."

"Curiouser and curiouser," Ozpin said, tapping in a few commands into a touchpad on his chair. The scout robot straightened and trotted across the room, waiting at the entrance to another long corridor. "Well. Go along. My assistant will direct you towards the kitchens." He paused. "Try not to completely exhaust my supply of sherry, Ms. Valkyrie. It's meant for cooking."

Ruby watched her friends follow the robot around the corner, and then squared her shoulders and took a deep breath before facing Ozpin. "So… talking?"

"Not here," Ozpin said simply, turning his chair and leading them down a different, wider corridor. "As you might imagine, I built this safe house as something of a last resort. I didn't think I would be quite this severely injured."

"You underestimated us." Roman smirked. "Your loss."

"And you overestimated yourself. Or am I to take it that the Grimm taint in your blood is of your own volition, Mr. Torchwick?"

Ruby bit her lip. "About that… since you were able to pick it up, can you see how much… I mean how far… umm…" She trailed off, glancing out of the corner of her eye at Roman, whose expression had gone blank. "Sorry," she mumbled. "It's just that… when I used my eyes on him, I was hoping-"

"Ah." Ozpin's stern expression cleared. "Is that what happened?"

The way he said it caught Ruby's attention. As though he wasn't _surprised_ that she had shot silver laser beams out from her eyes.

"I'm afraid that's a request only Mr. Torchwick has the right to make," Ozpin continued after a moment. "And you are not necessarily one who should be privy to the answer."

Ruby lowered her head, chastised.

"Why do you always do that?" Roman asked her, sounding annoyed. "Stop navel-gazing. We're here for _you_. Who gives a fuck about the Grimm in me?"

She winced. "I do."

"Trust me, guys like Ozpin only give out a certain number of freebies before they start charging you. You're throwing them away on useless shit."

Ozpin stopped his chair to watch their exchange.

Ruby's cheeks heated up with anger. "No, why do _you_ always do that?" She glared at Roman with as much fury as she could muster. "Stop calling yourself _useless shit_."

A muscle in Roman's jaw jumped. "Fine," he said curtly. He looked at Ozpin. "Answer her question."

"Are you sure?" Ozpin said mildly.

"I won't ask twice."

"Mmm." Tapping his chair back into motion, Ozpin led them into a smaller room, canvassed with wires across the floor and the ceiling. "I would say the taint is so firmly embedded into Mr. Torchwick as to be inseparable from his very soul. The fact that you are still able to manifest your aura is proof that Ruby somehow managed to seal this infection and prevent it from spreading further than it already has. Your Semblance, however, will never again evolve, and you may have noticed other… effects due to the taint."

"You mean the voices in my head? Yeah, those were kind of hard to ignore."

"They may return one day. I'm not certain of the efficacy of Ruby's seal on your mind. Your aura pool has already been significantly reduced, and I'm sure you've noticed the drop in your speed and stamina-"

"Wait, what?" Ruby said, her eyes going wide. "What drop?"

"I thought I was just getting old," Roman replied, ignoring her. "Out of practice."

"Huntsmen don't grow old, Mr. Torchwick. The light of their souls burn ever more brightly until something extinguishes it. So long as a Huntsman retains a strong aura, his or her physical abilities and Semblance should only continue to improve with time." Ozpin paused, then glanced down at his chest. "Given that there are no… extenuating circumstances concerning the body hosting that aura."

Ruby hit Roman's arm with her fist. "What drop?!"

He glared at her in annoyance. "Forget about it. You're a battle machine compared to the rest of us anyway."

Ozpin cleared his throat. "It may well be that Ruby's actions have managed to halt your mental degradation and the progression of your loss of physical skills. I will be blunt, however - I'm quite certain your body has already suffered from the strain of the taint. You may not be as long-lived as you expected."

Roman stared at Ozpin wordlessly, before breaking down into loud laughter that only stopped when she punched him in the arm again, this time with more force.

"Stop it!"

"You have to admit, it was funny," Roman said with a wheeze.

"Only to you," she seethed. "Umm… Professor. Will he ever be in danger… I mean… is it going to come back?"

"Mr. Torchwick's situation is unique," Ozpin replied. "It's unheard of for a Silver-Eyed Warrior to interact with a Grimm in any capacity other than that of open warfare in all of Remnant's history. I'm afraid the two of you are in a rather unique situation. I wouldn't be surprised if he were to suffer from a relapse at some point in time, though. And I've no idea if you would be able to prevent that from occurring with the power you harbor in your eyes."

"Stop right there," Torchwick cut in. "You're calling her a _Silver-Eyed Warrior_ like you know something about it."

"Salem said that too," Ruby added. "She called me a pawn. Your pawn."

Ozpin wheeled his chair before a large computer and started it up. Multiple screens with charts and trackers that Ruby couldn't even begin to understand lit the room with a cold green glow. "Silver-Eyed Warriors are not my pawns," he said absently as he rapidly tapped commands into the arm of his chair. "They are merely the antithesis to the Grimm."

"I think we all kind of got that when I started destroying every Grimm within my line of sight every time I freak out."

Ozpin's fingers slowed down, and he adjusted his chair with some difficulty to regard her. "No, I don't believe you understand just yet, Ruby. Silver-Eyed Warriors are the exact opposite of the Grimm, in _every_ respect."

Ruby wrinkled her brow, trying to understand what Ozpin was telling her and drawing a blank. Eventually he sighed and returned to his massive computer.

"They are ruled by a passion for order and law, justice and equality. They advocate for the might of the many working together as one, rather than the dominance of one over all."

"Uh-huh," she said, still not following where he was going by stating the obvious. "That pretty much describes me, I guess."

Ozpin didn't look away from the screens. "Mr. Torchwick? Could you excuse us for a brief moment?"

 _What?_ Ruby turned to look at Roman and caught the ugly look crossing his face. "Don't," he said lowly to Ozpin. "Don't do this to her."

Ozpin seemed to ignore whatever Roman was asking for as he continued speaking. "Ah, perhaps I revealed too much of my hand. I do apologize, Ruby. However, just as the status of Mr. Torchwick's Grimm existence was not available for public debate, the same would apply to yourself unless you choose to waive that right."

Ruby looked at Roman helplessly. "He's just trying to confuse me, right? What's he even saying?" She looked between him and Ozpin. "Don't leave me alone with him!" she said to Roman under her breath.

Roman looked like he'd swallowed a lemon. "I'm not going anywhere."

"If that's your decision," Ozpin said, finally satisfied with whatever he saw on the screens. He turned to face her. "Ruby Rose. You are a descendent of a Silver-Eyed Warrior, the nemesis of a Grimm. While I've never studied your bloodwork properly, I'm quite certain from the traits you've displayed thus far that you share much in common with your mother's genome."

 _Huh?_ "... G-ge...nome?" she stuttered.

Ozpin opened his mouth, but Roman's retort fired across the room. "Shut up! You don't get to tell her, you bastard. Not like that." He turned towards her, still wearing that same ugly expression. "Ruby." Roman sounded bitter. "You're not… quite... _human…_ either."

She blinked. _Did they all hit their heads?_ "Oh come on, what are you talking about? My dad was human, and my mom-"

"Was a Silver-Eyed Warrior," Ozpin cut in. "It may be that your mixed heritage is the reason you are currently having such difficulties accessing and controlling your powers at will. Silver-Eyed Warriors are, unlike the Grimm, not generally a people ruled by emotion-"

"Wrong." Roman kept his gaze locked on her. "She wouldn't be Ruby if she didn't think with that bleeding heart of hers all the time."

"Yes, it's quite the anomaly."

Their entire conversation made Ruby feel very small and cold. "I'm not… really human?" Her hands reflexively rose to touch the corner of her eyes. "This isn't some special superpower my mom passed down to me?"

"Your mother passed down much more to you than simply her genetic makeup." Ozpin's tone became more conciliatory. "Being of mixed descent has not diluted your race's aptitude for fighting Grimm or willingness to use those powers for the good of the wor-"

She squeezed her eyes shut and clenched her fists, feeling her heart pounding in her ears. Her eyes were hurting too; and she wondered if there was a danger of lighting up the room if she opened them too soon.

"How much of it was real?" she said lowly, keeping her eyes shut. _I don't want to see how Ozpin's looking at me. Or Roman._ "How much of me was ever my own choice? You're saying my dream to be a Huntress was just the result of genes I inherited from my mom?" The anger beating against her breastbone and heating her throat forced her to open her eyes and stare down Ozpin. "Is that all I really am?"

"Of course not." Ozpin tilted his head. "We are the sum of _all_ of our parts, Ruby. As you may have suspected, a pure Silver-Eyed Warrior would not have an aura. As with Mr. Torchwick, you seem to be a rather unique existence."

 _Mom… you weren't human?_ Ruby tried to center her whirling thoughts, focusing on the first things that came to mind. "...does my dad know? Does _Yang_?"

"As far as I'm aware, your sister and Taiyang know nothing of this." Ozpin paused. "Your uncle, however…"

Ruby dropped her head, unable to hide her miserable smile. "Is that why Uncle Qrow trained me but not Yang? Did _you_ ask him to do that, too?" She didn't need to look up to see Ozpin's answer; his silence was enough. "How could you not tell me?" she asked more softly.

"We thought of it as a kindness. You weren't ready for that information, Ruby. It wasn't even certain that the powers of the Silver-Eyed Warriors had passed onto you until the Battle of Beacon. You were an unknown variable in my equation."

"I see," she mumbled, feeling equal measures of loss and anger. "So I'm not a pawn... just a variable." She waited, but Ozpin didn't try to defend himself from her bitter accusation, leaving her feeling even more confused. She wasn't sure if she was angry at him for not softening the blow, or thankful for his honesty.

Although she didn't feel very thankful. _I could have lived without knowing any of this._ Taking a deep breath, she tried to compress her emotions and pack them away for inspection later, preferably when she was alone. It was harder than usual this time, though; her attempts to seal away her feelings were being hindered by the niggling doubt that even _this_ was a part of her heritage, rather than her own personality.

"Just who am I?" As she stared furiously at the ground searching for the answer, the toes of Roman's wingtips appeared in her line of vision.

"You're always asking the wrong questions."

She blinked and looked up. Roman towered over her, grinning. "What are you so happy about? Are you gloating because my life just got turned upside-down?"

"Maybe a little." He shrugged. "I know how it feels to be used by your own people. Frankly, I'm probably one of the worst offenders, because I learn from experience. But trying to find answers to the meaning of your life instead of just living it is something only fools waste their time with. What you should be asking right now is ' _How can I turn this situation to my advantage?'_ "

Ruby grit her teeth. "Ozpin's been using me all this time, like I'm some kind of wildcard in whatever game he's playing! My mother wasn't human! _I'm_ not human! How can you laugh-" She managed to bite her tongue before any more spilled out; of all the people in the world, maybe Roman really _was_ the only person who had the right to ridicule her. "How do you just ignore all that and move on?"

His grin dropped and he sighed. "See, _this_ is why I told you to keep things simple. I don't know shit about these Silver-Eyed freaks of nature. Do they all shoot Grimm lasers out of their eyes? Are there any left besides you? Does it even matter?" He put a hand on her shoulder. "You've always had a superpower, kid, even before you knew any of this chaff. You bring out the best in other people when you invest in them. Even worthless scumbags like me." He gave her a squeeze. "That's just who you are. None of the other stuff matters." Carefully, he turned her to face Ozpin and released her shoulder. "Now remember why you're here."

"Interesting." Ozpin was regarding them like some kind of clinical voyeur. "I apologize for not seeing it before," he said. "You trust each other with your lives. I hadn't realized you two were together-"

"What? I don't like him like _that_!"

"For fuck's sake, she's not my girlfriend!"

Their answers chimed in unison, and Ruby couldn't stop herself from giggling over Roman's exasperated groan. She nodded at Ozpin. "But you're right. I do trust him."

"Are you so sure you should?" Ozpin replied, raising an eyebrow.

"I trusted you," she said. "At least Roman's never tried to sell himself as anything other than what he is. Which is a jerk, but he's a trustworthy jerk. He has more integrity than you do."

"Are you taking tips on how to compliment people from Jaune?" Roman groused. "Not a smart life decision."

Ruby ignored Roman's complaints. "Professor. What is all this, anyway?" She gestured at the equipment Ozpin had been fiddling with. "Is it something that's going to help cure me?"

"Well," Ozpin said. "Although I've heard the details from General Ironwood personally, perhaps you can tell me a little more about what happened during your journey to Exsul first."

"We fought our way through some Grimm, I nearly lost my mind, we ran into a living incarnation of hell and lived to tell about it," Roman summarized curtly. "Why don't _you_ tell us what you're planning on doing about Salem?"

"And why are you so sure that _I_ have a plan to do something?" Ozpin retorted with a hint of sharpness. "While that may have held true in the past, as you can see, I'm currently… incapacitated."

"But you were looking for the four Maidens before Cinder injured you," Ruby interjected. "You must have had some kind of plan? Wasn't that the real reason you wanted to see me here?"

"Very insightful of you, Ruby. It's true that the powers of the Maidens can only bind themselves to a maiden's soul. But therein lies the problem. Those powers were meant to aid _humanity_. It was never my intention to allow the Silver-Eyed Warriors to have access to the Maidens' powers. I'm not certain of the effects it would have on an individual as unique as yourself, to say nothing about the balance of power in this world."

"Please," Roman replied. "Somehow Cinder managed to become the Fall Maiden, and I'm betting she had a bad case of the Grimms by then already. You idiots barely managed to keep that power out of Salem's hands. What's so bad about letting Ruby have it?"

Ignoring Roman's cynicism, Ruby focused on the implication of Ozpin's words. "Wait, are you saying that I'm not the only Silver-Eyed Warrior in Remnant? There are more of us?"

"Only a few," Ozpin admitted. "While the purpose of their existence may be to combat the Grimm, their own goals don't always align with that of humanity at large. As I said, Ruby, you are unique in more ways than just your mixed lineage." He paused. "I'm assuming Salem mentioned the origin of the Grimm to you. The Silver-Eyed Warriors came into existence in much the same manner, at the same time."

"Then are you as old as she said you were?" Ruby asked. He certainly _looked_ older now, but he still couldn't have been topping his mid-50s at the most.

Ozpin's laughter was harsh and broken, punctuated by wheezes as the tubes and wires on his chest trembled. "Yes and no. I am very old, by human standards. Older than Salem herself, though not by many years." He coughed again, then cleared his throat. "I was the first human in Remnant to use Dust to develop a Semblance, among my other… abilities. And while it is true that I did once work very closely with the Silver-Eyed Warriors to combat the Grimm, over time our interests diverged. They've long since withdrawn from human society and I'm afraid that I have very little contact with them these days."

"I see," Ruby said, trying and failing to mask the disappointment in her voice.

"Your mother, Summer, was a rare exception, and she was something of an outlier to her clan. She fell in love with Taiyang, after all, and most Warriors choose not to interbreed."

Hope kindled in her chest. _Finally… after all these years of silence!_ "Can you tell me more about my mother?" she asked eagerly.

"Stop letting him get you distracted." Roman's brusque voice rudely interrupted her. "All this yapping is pointless if Ozpin can't deliver the goods." He yanked Ruby back behind him, and it was only then that she'd realized she'd been stepping forward. "How are you going to heal Ruby?" he asked Ozpin. "And what's in it for you?"

"Ruby's health and well-being are of vital importance to me."

"Sure they are. She's the Fall Maiden now, right?" He turned towards her. "Always remember, people won't help you in this world for free. Well, unless they're _you_."

Ruby gripped her hands into tight fists. She wanted to believe Ozpin was helping her because he was a good person. But even if he wasn't… "I need to know about my mother," she said quietly. "No one's ever told me anything about who she really was before now. To think, I was actually _grateful_ to Salem at one point."

"Tch," Roman replied, narrowing his eyes. "If that's the hill you wanna die on, be my guest. Personally, I think those Fall Maiden powers are worth a little more than your family history. What happens if Ozpin's magic cure works out for you? Read between the lines, Ruby. He wants you to be his new arms and legs. And your precious teammates? You can probably forget about them."

 _Nora… Ren… Jaune. I wanted to do this to rejoin my team and be a Huntress again._ She swallowed. "Is he right?" she asked Ozpin.

"Mr. Torchwick is very astute," Ozpin said mildly. "If my proposed cure is successful, I'm afraid I'll have to ask you to leave your life as a student of Haven behind. But as you already know, it's far too late to turn back now."

Ruby took a deep breath. "I don't think I have much of a choice," she said bitterly. "If I can't use my aura, I can't do _anything_. At least this way I'll still have the chance to fight Salem, even if it means leaving my friends behind." _Again_ , she thought, the pain stabbing close to her heart.

Roman leaned down and looked her in the eye. "Are you sure you want this?" he asked her. "It's not too late to leave it all behind. You don't have to spend the rest of your life fighting. Don't you think you've given the world enough?"

A tiny smile twitched at her lips. "Thanks for trying, Roman. But you can't change me, either."

"You really are a little fool," he said affectionately, straightening. "Well… I hope you'll at least squeeze that old man for all he's worth."

Ruby nodded, feeling somewhat better. "So, how exactly are we going to do this?" she asked Ozpin.

"Well, for starters, I should tell you a bit more about my Semblance. It's the primary reason I've managed to survive for all these years. You see, I am not an immortal, per se." Ozpin looked down at his chest with a jaded grin. "Even with the aura I've developed over hundreds of years, under the proper conditions I can still be killed just as any other human being."

"How'd you survive?" Roman asked him bluntly.

"Carefully, Mr. Torchwick. Very carefully." He blinked, and his eyes lit with the cool green glow of his Semblance. "My power is very similar to yours, Ruby. I am also capable of the manipulation of time. Unlike your ability, however, mine allows me to slow the processes of my body down, rather than speed them up. I can, as you might say, trap myself in time and prevent the onset of aging."

"Wow! B-but…"

Ozpin raised an eyebrow, waiting.

"...you're so… _old_ …" she mumbled.

"You're one to talk, grandma!" Roman laughed.

Ruby ignored him. "If you can control it, why'd you choose to stop where you did?"

"Oh dear. I'm afraid you're misunderstanding something, Ruby," Ozpin chuckled. "My current appearance was not a choice! Though I can temporarily arrest the flow of time, I can't completely stop it. You might think of me as something of a clock's spring. My Semblance allows me to wind time. So long as I keep ahold of that spring, the clock will be held in limbo, unable to count the passage of time. But I also can release that spring at any time and allow time to continue to flow. Of course, much like a dammed river, when my accrued time is released, it returns to the present me quite rapidly."

She scrunched her brows together. "So you lost control of your Semblance when Cinder attacked you and got old?"

"I did not _lose_ control. I _released_ control. It was a choice I made in order to ensure my survival. Aging rapidly was merely an unfortunate side effect of that decision."

"So let me get this straight," Roman said. "You two have pretty much the same problem. How the hell are you going to fix Ruby with a Semblance like that?"

Ozpin wheeled over to the two chambers standing prominently in the room: a very large, sealed box and a much-smaller humanoid capsule.

"I believe Mr. Arc informed you of the experiments we performed on Ms. Nikos?"

Ruby took a closer look at the capsule with a feeling of trepidation. "Was Jaune right? Are you going to try to strip me of my Maiden powers?"

"Hardly," Ozpin replied. "While I appreciate Ms. Valkyrie's enthusiasm, I'm not confident that she's a fitting candidate to handle the immense responsibility involved in inheriting a Maiden's powers. No, we are going to attempt to synergize our auras using this device. With any luck, while we are sharing a single aura, I may be able to manipulate yours to 'wind your spring', so to speak. Whether or not this will reverse your aging process or merely halt it, I cannot say. But if you want to be able to access your aura again safely, I believe the attempt will be worth it regardless of the outcome."

 _That's it? That's his plan? Sync our auras and hope for the best?_ Ruby let out a disappointed sigh. _But I'd been hoping I could go back to my real age!_ "Are there any risks?"

"Well. From my observations, the process will be exceedingly painful to both of us. And I cannot deny that there may be some danger to both our safety. Mr. Torchwick will be able to do little to stop the process once it's begun, so we will both have to see this through to the end."

"What happens to Ruby after this?" Roman asked. "Joining auras with you doesn't sound very healthy."

"Frankly, I've no idea. I've programmed the machine to shut down after certain parameters have been reached. Even should complete aura transference occur, however, there's a good chance Ruby would survive the process since Silver-Eyed Warriors are, in essence, soulless. Although for Ms. Valkyrie's sake, I would prefer to avoid that scenario."

"Alri- wait, WHAT?" Ruby nearly screamed. "You didn't say anything about me dying!"

Roman wore a knowing expression. "All those fancy words, when all he really meant was that he's going to suck out your soul, returns not guaranteed." He was already lifting Ruby Tuesday to his shoulder, but she panicked and struck his arm down.

"Is this really the only way I can use my aura again?" she asked Ozpin.

"It's the only method I've been able to come up with," he replied. "And let me remind you, the danger to myself is also not insignificant. Think of this as my apology for not being more honest with you from the start, Ruby."

"Some apology," Roman muttered.

"I know it's a risk. But so is being a Huntsman, right? If I wasn't willing to take a few risks to become one, I wouldn't be cut out for the job." She couldn't quite wear her usual brave smile, though; her heart was beating too rapidly. _I wish Team RNJR was here. Or at least Yang._ Her grip on Roman's arm tightened. "... Can you stay here until it's over?" she murmured.

Roman's hand covered hers. "There you go asking the wrong questions again. _Yes,_ Ruby. If you die, I'll make sure Ozpin does too."

She let go of his arm quickly. "Uh, that's not exactly what I meant-"

"Too bad. It's what you're getting." He gave Ozpin a razor-sharp smile of warning as he released her and shifted Ruby Tuesday into its flare gun mode. "I bet that aura of yours can block my bullets. I wonder if it can block another explosion, though? I'm pretty sure that nice chair of yours couldn't."

Ozpin said nothing for a moment, before nodding. "Then shall we proceed?"

* * *

 **Notes **

Ozpin's greeter robot is based off of Boston Dynamics' "SpotMini."

Ozpin's Semblance is Time Manipulation, which is pretty much as he explained it to Ruby in this chapter. It's not his only power, though… but that's a tale for a different story. :)


	16. 15: Possibly Maybe

**15: Possibly Mayb _e_**

Roman watched the cover of the capsule lower, sealing Ruby inside. She took a deep breath before giving him a confident smile; another tell of hers, he noted, as she packed away her insecurities as if they didn't exist. He wondered how she could separate herself so completely from her negative emotions - maybe that was why she didn't fear dying. Or Grimm.

Ozpin had already maneuvered his chair into the gigantic box, which was also closing around him. He looked at Roman. "I trust you'll remember what to do?"

"Push the button, start the machine. It's not exactly brain surgery," he scoffed.

"That it is not." The metal cage obstructed Roman's view of Ozpin's face; when the thick glass window finally aligned to reveal Ozpin's head, he could see that the other man's lips had curled into a faint smile. "Thank you, Mr. Torchwick. That will be all."

Something about the way Ozpin delivered those words put Roman on edge. _This is a trap._ He surveyed the corners of the room for hidden bots or weaponry, but could make out nothing beyond the bits and bobbles that composed Ozpin's magic soul-sucking machine. Turning his attention back to Ozpin, he scowled, but the other man had already schooled his expression into neutrality.

"Fuck," he muttered under his breath. He caught Ruby staring at him with her eyebrows raised.

" _What?"_ she mouthed at him, concerned.

It wasn't a trap for _her_ , of that much he was fairly sure. Whether it was sheer goodwill or grounded in something more mercenary, Ozpin was invested in Ruby's safety and well-being. Or maybe just the Fall Maiden's safety and well-being. Whatever the case, she wasn't in any more potential danger than could be expected from the contraption she'd stuck herself into. He shrugged at her, careful to keep a disaffected expression on his face. _She can't know about this._ With a pressurized click, both of the chambers sealed tightly, and a holo-panel with the floating activation button highlighted materialized before him. _Ozpin may have it in for me… but Ruby needs this more than I care._ Before he could second-guess himself, he tapped the button.

"Initializing aura connection," a computerized voice announced. "Standby."

At first, apart from the increased electrical hum that enveloped the room, nothing seemed to be happening. Gradually, however, Ozpin's body began to emit the soft green glow of aura, filling his chamber with its eerie light. That same light crept along the wires and tubing connecting the two chambers, making its way towards Ruby. As the first tendrils seeped into her capsule, her eyes fluttered closed, brows drawing together. Soon her expression contorted, her teeth clenching. As the light intensified, she let out a small gasp.

Although he'd expected it, it bothered him to see Ruby losing her composure, particularly when the machine didn't seem to be having the same effect on Ozpin. The other man's eyes were also closed, but he looked almost contemplative, as if he was meditating. There was no sign of any of the distress Ruby felt. Of course, he was much older than any other living human being, if anything he'd said about his aging process had been true. It meant his aura was likely both massive and extremely powerful. In a way, Ozpin was just as much of a monster as Salem.

"What's your game?" he muttered under his breath, studying Ozpin's face. He almost didn't notice when the first red tendrils wormed their way into Ozpin's chamber, causing the other man's brow to twitch. He did snap to attention, however, when Ruby cried out in pain.

Even muffled by the thick steel door, he could hear her gasps turn into shrieks as the green aura permeated her skin. She twisted and convulsed, hands beating against the sides of the capsule, unable to control herself. Her eyes were still squeezed tightly shut, but tears were leaking out of them. His uneasiness grew into a feeling of dread. When those tears began to glimmer with more than reflected light, he finally caught on.

 _I knew it._ Roman scanned the room for cover; apart from the cords and wires papering the floor and ceiling, there wasn't anything useful, not even a single chair. Cursing, he raced towards Ruby.

A guttural scream ripped from her throat and her eyes flew open, glowing like two powerful lanterns. Uncontrolled silver light flooded out of the small window of her chamber, briefly hitting Roman as he dove for the only area of shelter from the silvery blast in the entire room: the base of Ruby's capsule. He pressed his back against the sealed door and hissed, wriggling his aching jaw. Thankfully most of his body was covered by his tailored clothing, but it still felt like his face had been cooked on a grill. He could have sworn he saw tendrils of smoke rising before his eyes, and the smell of burnt hair was unmistakable - he didn't even want to know what his bangs looked like right then. Thankfully, his aura was already numbing the pain, but he still shrunk in on himself, trying to reduce his size while watching the uncontrolled bursts of light grow more intense with each of Ruby's tortured wails.

"I bet you found that amusing," he snarled at Ozpin. "Trying to get me to technically commit suicide-" He trailed off as he observed the other man. The red aura that had snuck its way inside Ozpin's chamber was now worming across his exposed skin, a spidery network of inflamed veins. Ozpin himself didn't seem to find the sensation appealing; his face was finally beginning to distort in much the same way Ruby's had. His jaw was tight with tension; when the veins snaked down his neck and towards the mass of tubes and wires that made his chest, he finally broke.

Not even Ruby's tortured screams could match the silent agony Roman witnessed as Ozpin's eyes flew open, wide and haunted. Mechanical arms scrabbled at his chest, but they were clumsy and uncoordinated. He watched with fascinated disgust as Ozpin finally managed to grip his own tubing and yank on them, sending fluid splattering everywhere. Ozpin let out a tortured wheeze as he forcibly disconnected himself from his chair, blood and clear liquid gushing forth from him like a stuck pig. Green aura quickly slowed the flow of Ozpin's bodily fluids to a trickle, but Roman was glad the door to his chamber blocked off his view of the other man's exposed chest because from what he could see, there wasn't much left of it. Red aura wound its way over and around the raw, pulsing organs and flesh that he could glimpse; Ozpin's mouth opened and closed like a fish pulled out of water as he struggled to breathe.

The silver rays of light permeating the room dimmed; Ruby's cries had gradually dulled to rough pants; now, even as she wheezed, he could hear her trying to control her breathing. Strange shadows flickered and danced over the walls, and with a jolt, he realized they were caused by the swirling of rose petals.

"Something's happening," Roman muttered, worry balling in his gut. He couldn't risk standing up and checking on Ruby, though - not when she might lack the control to keep herself from blasting his face off. So, as unappetizing as it was, he looked at Ozpin again. And did a double-take.

Ozpin had somehow managed to rip one of his prosthetic arms off. He was working at the remaining one with a fevered intensity, biting and ripping at the metal with his teeth like some kind of wild animal. That wasn't what caught Roman's eye, though - it was the living anatomy lesson Ozpin's body was displaying as flesh grew and wrapped itself around his exposed arm and ravaged chest, forming layers of muscle and a network of veins almost more rapidly than his eye could follow. Even the stump of Ozpin's exposed arm was getting longer, twisting and growing as the seconds ticked by.

And his hair was changing color; it had already transitioned from white to a deep slate grey.

"Holy shit," Roman breathed, forgetting for a moment to keep his gun trained on Ozpin's chamber. Ozpin continued to writhe and struggle, now trying escape from his chair. He pulled his back free with a pop, assisted by one of his newly-formed hands. Wires and cables went flying, his flayed flesh already scabbing over the raw wounds the movement had created. His hair continued to darken, turning a dusty black. And when he looked up, the skin on his face was tightening, firming up with the glow of youth. He looked only slightly older than Roman himself now, and the process didn't seem to be slowing down at all.

"Screw it," Roman said, narrowing his eyes and twisting around. He wasn't sure if the silver light had faded completely, but he had to see what was happening to Ruby. "I swear, if that pinhead sucked the last little bit of youth out of her like some kind of freaking vampire…" Inhaling deeply, he dropped his gun and stood, slamming both hands against the glass of Ruby's capsule.

Ruby's eyes were half-closed, a look of intense concentration on her face. She was still surrounded by Ozpin's green aura, but it no longer seemed to be hurting her. Puffs of rose petals flew around her body at regular intervals - the same way they had when she was healing her ribs under the pine tree in Exsul. Most importantly, however, whatever was happening to Ozpin was mirrored in her, though at a much slower rate. Her hair was still dusted with strands of white, but most of the lines on her skin had disappeared, and her face was losing the uncomfortable sharpness of age. She noticed Roman's stare and her eyes flickered up to meet his. " _It'll be okay_ ," she seemed to be saying. Then she lowered her brows, concentrating, and he suddenly realized _she_ was the one healing Ozpin's body... just as Ozpin was the one winding back her time.

Roman lowered his head against the glass, feeling something inside of him unclench. _It's working._ Part of him recognized that the relief flooding through him wasn't just for Ruby's sake. _It wasn't my fault this time. My choices didn't end up stealing her life._ He let out a low laugh, not even bothered by the reflection of his singed face, framed by his charred bangs.

A small palm spread out against the inside of the glass, pushing up against one of his hands, still splayed over the window to the capsule. Roman blinked and looked up. Though still focused on controlling her aura, Ruby was looking at him with a matching grin. She looked younger again, even younger than him now.

"Welcome back. You look good in your own face," he said. She tilted her head in acknowledgement, her smile widening.

A loud clack sounded, and the wires connecting the capsules shook as a computerized voice chimed overhead.

"Warning. Critical parameter limits reached. Terminating aura connection."

Ruby's eyes widened as the green glow surrounding her abruptly pulled back; then she recoiled as her own aura came rushing into her body, briefly surrounding her in a nimbus of red light. Though it pulled a pained groan from her, it didn't seem to be as bad as at the start.

" _What happened to Ozpin?"_ she asked, her voice still muffled by the thick glass.

Roman's smile tightened into its more familiar cynical smirk. "Looks like you gave the Pinhead a hand getting back on his feet."

Ruby's face scrunched up. " _Who are you, Yang?"_ she groaned.

"Perish the thought," he said with a look of true distaste, wondering how in Remnant the two unlikely sisters could've been related. "You do realize that bastard tried to kill m-" He turned around and blinked.

Ozpin's chamber looked empty. The glass window was worse for the wear, smeared with splatters of blood and disturbing-looking handprints. The hiss of the pressurized seals releasing sounded, and Roman stepped away from Ruby's capsule. He kept his eyes trained on Ozpin's chamber, Ruby Tuesday back in his hands and ready. "Where is he…?"

The answer soon appeared in the form of the naked boy sprawled across the floor of his cage, his body still coated with his own blood.

"Ozpin!" Ruby yelled, ducking out of her still-opening capsule and rushing over to the boy. "I mean… I think it's Ozpin?" She unhooked her cape and draped it over the boy in an attempt to preserve his modesty.

Roman stood over them, his gun still raised. He lifted a foot and toed the kid none-too-gently in the side.

"Roman!" Ruby said, blocking his toe with her hand before he could deliver another kick. "Stop it, he might be hurt!"

"He definitely will be when he wakes up," he promised darkly. "Bastard tried to kill me, or did you miss out on that part?"

"Umm... but that was kind of my fault," she muttered, looking guilty. "Sorry, if I just could've controlled myself-"

"Please," Roman interrupted, rolling his eyes. "Of course he knew you wouldn't be able to stop it. But I bet he wasn't expecting you to… well, do whatever the hell you did to him," he added, eying the still-unconscious boy with mild curiosity. "I only hope it hurt him more than he hurt you." He leaned in closer and grabbed Ozpin's hair, lifting his head off the ground and earning another reproving glare from Ruby. "What the hell _did_ you do to him?"

"When I realized I could sort of feel his body… stop looking me like that, it was really weird for me too!" she said when Roman's brow shot up. "I mean, I just thought maybe I could heal some of it. I didn't think I'd turn him into a kid, though!" She pulled his fingers out of Ozpin's hair and carefully rolled the boy onto his back, then whistled softly. "He looks so young. You think that's really him?"

"Huh," Roman said, rubbing his jaw. The state of Ozpin's body was significantly less interesting to him than Ruby's, now that he was looking at her up close. She'd definitely lost the worst of the signs of aging, but something still wasn't right about her. Her hair was back to its natural black, and her face was unlined, but she still looked older than when they'd fought on the tower. "Are you sure you stopped at the right age yourself?"

"Huh?" Ruby said, tearing her eyes away from the boy and then jerking back when she realized how close Roman's face was to hers.

He grabbed her head and pulled her back in, turning her this way and that, inspecting every angle of her face. "I'm right," he concluded, clapping his hands against her cheeks lightly. "I think you're only a little younger than me now."

"Oww!" Ruby yelled, pushing him off of her face and rubbing her reddened cheeks. "That hurt! And how am I supposed to know what I look like? I don't even have a mirror."

"Huh." _Right._ "Well, you look good to me," he said off-handedly. Then he realized how it must have sounded. "So, this is awkward."

Ruby seemed to agree. "... Are you feeling okay? Did I hit you a little too hard with the ol' silver-eyed blast?" she asked, squinting at him.

"My face says yes," he replied smoothly. "And you owe me a haircut now. I'm warning you, it won't be cheap, either."

A hacking cough interrupted their stare-down. "If you could be so kind as to stop flirting with Mr. Torchwick," Ozpin rasped, struggling to raise himself off the ground.

"Oh! Sorry," Ruby said, helping Ozpin sit upright. "Umm… well… you look a little different, are you-?"

Ozpin blinked at Ruby for a few moments; it was strange to see the face of the young, vulnerable-looking boy, who couldn't have been more than 14 or 15 years old at best, staring her down with the eyes of the ageless man he'd been before. Then he laughed. "Well, this was somewhat unexpected," he admitted. He lifted his hands and turned them slowly before his face, flexing his fingers. "But not unwelcome. Combining our auras had quite the unintended effect, although it seems the process of reverse-aging happened twice as quickly to me as it did to you." Dropping his hands, a wide smile split his face. "Nonetheless, thank you Ruby."

Ruby was staring at Ozpin's dimples with sparkles in her eyes, and Roman frowned. That smitten look she had certainly didn't bode well for anyone.

"Oh my god! Look at that adorable face! Those weren't liver spots, he has _freckles_!" Ruby squealed, unable to keep herself from reaching out and grabbing Ozpin's cheeks.

Ozpin's smile dropped. "Miss Rose," he gritted out underneath her grasp. "Unhand me."

"Oops!" She let go as if her fingers had been burned. "Sorry, you just looked so cute when you smiled that I couldn't help myself."

"Cute?" Ozpin repeated blankly. He rubbed his cheeks, his expression darkening. " _Liver spots?_ "

Roman stood up and stretched, feeling proud of his latest protégé. "Well, it looks like we're done here. Good job, Ruby, Pinhead. Now let's let the man find a shower and some clothes while we blow this popsicle stand."

Ruby stood up, dusting herself off. "We need to find the rest of team RNJR first."

Coughing, Ozpin struggled to his feet. "While I do find myself desperately in need of both of Mr. Torchwick's suggestions…" He wrapped Ruby's cloak around himself like some sort of toga. "... I'm not certain as to why you think you would be free to leave."

Roman, who had been trying to shuffle Ruby out of the room as quickly as possible, cursed under his breath. The little bot that had escorted them to Ozpin was waiting at the door. _We can still get past it._ He tugged, but Ruby had stopped and turned around.

"... Why not? You wanted me to stay by your side to help you, but it looks like you can help yourself now, right? What do you need me for?"

Ozpin smiled faintly and walked towards them, his bare feet leaving bloody tracks across the floor. "You should know the answer to that very well by now, Ruby."

Roman watched Ruby's shoulders lift, then lower. "Ruby, no," he said under his breath. "Walk away. You gave him more than a fair deal here, so-"

"I promised. But if you hurt Roman," she continued more loudly, "I'll leave." Ozpin stopped before them, and it was odd to see Ruby, already so short, actually looking _down_ at someone. "Stop trying to kill him."

Ozpin's eyes flickered between them. "There's something you should know," he said mildly, ignoring Ruby's demand. He pushed past them, beckoning them to follow. "Though I was somewhat successful at bringing you closer to your proper appearance, we still are not entirely certain what caused you to age so rapidly in the first place. Your Semblance most certainly played a key role, however, so there's no way of knowing if it will happen again." He turned and looked at Ruby. "I'm afraid my current body has run out of years to give you at this particular moment, but we do suffer from similar Semblance… handicaps, let's call them. Should your Semblance cause you to age rapidly again, wouldn't you agree that a partnership between us would be mutually beneficial?"

Roman could hear what Ozpin really meant - if they worked together, Ruby could be a fountain of eternal youth for him. _But he'd be able to keep Ruby alive, too._ Roman kept his poker face in place and watched Ruby closely.

To his surprise, she turned and looked up at him. "I know he just wants to use me to keep himself young, but… I've been thinking about what you said about Salem earlier, and you're right. She's too powerful for us to take on alone. Who else are we going to ask for help? The other Silver-Eyed Warriors?" Her depreciating smile was crooked. "Do you really think they'd treat you any better than Ozpin has? I kinda think they'd just be a lot more effective when they try to kill you."

"It's not about me, though." _Why does she care?_ He shrugged at her, trying to hide his confusion. "Don't give away your freedom for my sake, I'm-"

"Worth it," she said firmly. "You're not a bad person, Roman. Stop trying so hard to play that role. It isn't you."

"It is. You just don't know me well enough, Ruby." He sighed, scrubbed a hand through his bangs, and felt an irrational annoyance at how much shorter they'd become. "You don't have to become Ozpin's slave."

"It'd be something more like partners," Ozpin said, stopping before a thick door. "But I can see you two still have much to discuss." He looked at the sealed door and grinned. "My, it's been a while since I've had to manually access my own room." Waving a hand, a hologram popped up on the wall. He quickly keyed in a sequence and the door panel slid up, revealing very comfortable-looking living quarters. "Now if you two will excuse me… this happens to be my stop. My helper will guide you to your own room." He smirked at Ruby's squeak of protest. "Or rooms, as may be the case. I've provided one for your teammates as well, though they're still caught up in Miss Valkyrie's revelries. While you may wish to notify them of your condition, I do advise you to get some rest for the time being. Any announcements or decisions that need to be made can wait until morning."

Without waiting for their response, Ozpin strolled into his room, that smug smile still on his face. Roman was wrestling with shooting him in the back when the door slid closed, leaving them standing outside the room with only the headless dog-bot for company.

"O-one room?" Ruby stuttered, her hands cupping her flaming cheeks.

"He's just trying to upset you. I'd say it's working." Roman kicked the bot with the toe of his shoe. "C'mon you hunk of junk. Take us to our rooms." He turned to Ruby. "You know that thing's recording every word we're saying, so watch yourself."

The walk back to the room was slow and awkward, Roman being unwilling to talk when the spybot was right in front of them, and Ruby still trying to absorb their surroundings, most likely because she'd resigned herself to living in them.

He clenched his teeth. "Ruby," he said, breaking the uncomfortable silence. "Look at this place. Think about what you'll be giving up."

"You mean like sunlight?" she joked weakly.

"You'll end up like me. Except with the Pinhead for company."

"I don't think I'd really end up like you," she said carefully. "After all, Ozpin and I have the same goal, right? We both want to defeat Salem."

"I'm not so sure about that. Yes, he wants to beat Salem, but _why_? I still don't know what his plans are. And there must be a reason the Silver-Eyed Warriors dropped him like yesterday's news, too."

"I know..."

Roman sighed, hearing the unspoken _but_ in her statement, and reluctantly gave up trying to sway her. "Just keep your eye on him is all I'm saying."

The small robot whirred to a stop before a nondescript door. A holographic access panel sprung to life on one side of it, and Ruby waved a hand over it. The door shot up, and a comfortable-looking, if a bit generic, room was revealed. It looked a little like a posh hotel - clean, stylish, and sterile.

"So… is this one mine or yours?" she asked. "I feel like I should find the others and tell them about what happened, but Ozpin said Nora's still raiding the kitchens…" She fidgeted before the door, and he could tell that she was looking for excuses to avoid the rest of her team.

It wasn't that big of a surprise; the girl had just learned she wasn't 100% human - that was a mindfuck for anyone to deal with, even someone like Ruby. Most likely she wanted to be left alone to chew things over by herself.

That was just too bad.

Holstering his gun over one shoulder, he stepped into the room.

"Oh, okay. So I guess this is you?" She laughed nervously. "I mean, I get it, you're probably tired from all that crazy piloting and then I kinda blasted you during that whole soul transfer thing just now-"

Her mouth snapped closed when he rolled his eyes and leaned out, grabbing her by the wrist and pulling her in behind him. He turned and eyed the bot, still standing outside the door.

"Well? Get lost," he commanded it imperiously, waving his hand before the interior holo-panel and slamming the door shut.

"Wait-wait-wait just a minute!" Ruby screeched, shaking her arm free of his grasp. "What was that? What're you _doing?_ I was totally serious you know! I mean it's great that you think my face is pretty now but that still doesn't mean that we need to share a room-!"

He raised his hands defensively. "Relax, I don't want to sleep with you. Your Fall Maidenhood is safe with me... which is probably more than you can say of Ozpin."

Ruby managed to recover from her shock enough to wrinkle her nose. "That's just- _eww!_ "

Laughing, he removed his bowler hat and tossed it onto a chair, then made a beeline for the bed. He sank down onto the mattress with a huge sigh. "It has been a long day though." After pulling off his gloves, he started unlacing one shoe, then the next.

All the while, Ruby stood in the center of the room and gawked at him. "Make yourself comfortable," he offered, when he'd dressed down enough to sprawl over the bed. "Now this is what I'm talking about," he sighed in contentment, flexing his feet which were, for once, not hanging off of the edge of a too-short bedframe. "At least the Pinhead is tall, too."

Ruby approached the side of the bed cautiously. "I am comfortable."

He cracked an eye open and gave her a once-over. "You're still wearing your ammunition belt and your backpack. Stay that way if you want, but it doesn't change the fact that we need to talk."

She let out a sigh, and then there was the sound of equipment clanking and dropping. When he looked over again, she'd at least lost her accessories, and was settling down on the floor to the side of his bed, wiggling her stocking-clad toes.

For a moment they just sat together in companionable silence, decompressing and allowing the day's hectic events to catch up and wash over them both.

"So, talking?" Ruby said after a few moments.

Roman removed the hand he'd thrown over his eyes and stared blankly at the ceiling. He wondered if Ozpin had planted bugs in the room; if the old man was watching even now. _Well, not like I give a fuck._

"Roman?" Ruby's voice was very quiet. "What are we doing?"

"I don't know." He shrugged. "Figuring it out as we go." He heard her shift, could feel those silver eyes boring into him. "What?"

"Do you still hate yourself that much?"

"It's not something you just get over."

"I know." She was being too quiet, so he glanced at her. Her eyes were loose and unfocused, staring across the room. She was in the same place he was, he knew, but he still couldn't bring forth any words of comfort. Instead, he watched her suffering in silence. _She wouldn't hurt so much if she wasn't so good on the inside._

"… You don't want me protecting you anymore, but who else is going to do it?" She met his gaze.

"You're not my keeper." He realized how harsh that sounded and tried to moderate his tone. "Ruby… you know I can't stay with you."

Her face crumpled slightly before she caught ahold of herself. "Why not? We make a great team, don't you think? We're _RT_ for each other!"

"Ugh, enough with the acronyms," he groaned, slapping his forehead. "Besides, you'd make a great team with anybody. It's not _me_ that's special here. But that's not the reason I have to leave and you know it."

"Yeah." She studied her fingernails intently. "Sorry seems like such an empty word right now."

He reached out and dropped a hand on her head, ruffling her hair. His movements slowed as he imagined Neo's distinctive mop of pink and brown under his hand instead.

"I-" _No, not yet._ "... like you a lot. You…" _Saved me._ "... got me out of a bad situation back there. You had no reason to do it, and I'll always be grateful that you did." He resumed bestowing soft, comforting pats on her head, as though she were a cat. "But I can't let you become her replacement. Not anyone, but especially not you."

"I know," she said miserably, turning her face away from him. He could tell by the way she hunched her shoulders that she was crying again.

"Just get it all out," he sighed, still patting her head. "At least you can still cry about death. That's something you should never lose."

He was caught off-guard when she grabbed his hand off her head and twisted towards the bed, cradling it between her own and leaning her forehead against it. "I'm sorry. I'm _so sorry._ I wish I could go back and find another way to save you. To have saved you _both._ "

"We don't always have the luxury of choice."

She looked up at him through her tear-streaked eyes. "Are you really leaving?"

"Once I drop you and the kids off wherever you need to go." He frowned. "But are you really going to stay with Ozpin?"

She swiped at her eyes, regaining some of her determination. "Yeah. But not before going back to Beacon and taking care of that dragon. What he did to Glynda - and Vale - was wrong. And it's also my fault, so I need to fix it before anything else."

Roman tried to keep his eyes from rolling back in his head; at the rate he was going, they might turn inwards permanently. "For the last time, it's not your fault. It's Cinder Fall's fault, or Salem's if you wanna split hairs. You're one of the only reasons it didn't turn into a complete clusterfuck three years ago, so give yourself a little credit." He tugged on his hand to no avail. "And, by the way, it's another very good reason to not stick around the Pinhead."

"As long as I don't forget who I really am, I'll be alright," she declared. "But Cinder's dead and that dragon is my responsibility now, so I'm going back to Vale. Whatever Ozpin wants from me can wait until that's settled."

 _Well, she made up her mind._ He nodded. "Sure. But just make sure you never let him see you like this." He reached over with his free hand and wiped some of the tear tracks away from her face, fingers lingering on her cheek. "Be strong, Ruby."

"You too," she replied earnestly. "I know asking you to change is too much. But… let yourself heal a little too. You have the power to be whoever you decide you really are."

He couldn't help the smile that flitted across his face as his fingers flexed against her cheek; the fondness he felt for this annoying, foolish little girl was almost painful.

Her head dropped against the bedspread, his hand still trapped between her own. His fingers were starting to go numb, but somehow, he didn't want to pull away. Besides, the way she was draped over the edge of the bed and the floor looked a lot less comfortable than his cramped hand.

"Don't you think it's funny that we were fated to be mortal enemies from the very first time we met?" she asked without lifting her head from the mattress.

"Hilarious."

She twitched. "I wish I wasn't a Silver-Eyed Warrior."

"And I wish I wasn't a Grimm," he replied.

She turned into his hand, and he felt her smile against his palm. "Well, let's both do our best to stay human after this."

"Right."

There seemed to be nothing left to say, but Roman didn't feel like getting off the bed and kicking Ruby out of his room, and she seemed to be content to lay there on the floor. He soaked in her quiet presence, realizing that it might be the last time he'd be doing it along their strange journey together. Eventually, Ruby's breathing evened out; she was exhausted too, and sleep overcame her quickly. Her head bobbed against his hand, sliding in slow-motion off the mattress.

He caught her, careful not to startle her awake, and eased his legs off the bed. It was an awkward process that required a lot of contorting, but he eventually managed to work his arms under her and lift her up onto the bed. As he pulled away, she turned, trapping his arm under her. Rather than struggle to extract it, he settled down next to her and watched her sleep.

Despite what he'd said earlier, she really wasn't anything special to look at… ordinary features in an ordinary face, silver eyes notwithstanding. She wasn't particularly cute, like Neo, nor strikingly beautiful, like Cinder. She wasn't even all that delicate, like her friend the Ice Queen. No, Ruby was the very definition of boring and ordinary, at least right up until the point that she whipped out that ridiculously-sized scythe.

"Mortal enemies?" he murmured, pushing some hair back from her face. She was still lost to a deep, peaceful sleep. Leaning down, he brushed his lips against her forehead, lingering there for a few moments. When he lifted away, he opened his mouth. "I…"

His throat closed; he still couldn't say it. But he could think it.

 _I love you._

"... I'm not your enemy." He watched her for a very long time after that.

* * *

 _Uh… sorry. After my super-shitty month and a half, I needed that. In my defense, I'm not sure if it counts as a romance if it's one-sided? Sorry Torchwick, have a little more torture courtesy of your kind-hearted author..._


End file.
